Winter's Shield
by MotherofVampires
Summary: Waking from an endless sleep, Aleah is saved by a group called The Avengers when she stumbles into the midst of their battle. A bond quickly forms with their leader, Steve Rogers, but will a forced betrayal mean the end of any future alliances? When her bloody past and ties to HYDRA and The Winter Soldier come to light, will Captain America continue to fight for her redemption?
1. Awakening

Decryption Code Accepted...

Access Granted...

Welcome Baron Strucker...

Accessing files...

Project Codename: Winter Soldier

Objective: Eliminate designated targets...

...

Avengers converging on location. Unable to continue experimentation. Data corruption imminent.

Activate Blizzard Protocol; Code Name: Icefall...

Objective: Eliminate Captain America and the Avengers at all costs...

Hail Hydra...

Pressure valves hissing, gears whirring, a cold, dark room filled with fog. A lone containment pod stood in the center, its door open, various lights flashing as the figure inside slowly stirred.

The frozen mist crept from the cryogenic chamber, curling away as the figure, a young woman, stepped out. Her foot slid along the cold cement floor, her hands gripping the edge of the pod for balance. Her green eyes strained to focus, dozens of flashing screens surrounding the small room.

"What is… Where am I?" she panted, her gaze focusing on the symbol emblazoned on several of the monitors; a skull with tentacles curled beneath it.

A shudder rippled through her body, her arms curled around her bare chest. Deep brown locks fell over her shoulder as she steadied herself at one of the computer stations. Her lips trembled as her shallow breaths formed small clouds in the air.

"What is this place?" she whispered, her finger delicately pressing the space bar on the keyboard.

A startled gasp escaped as the screen came to life, sequences of numbers and letters flying across it. She struggled to make out something, _anything_ , as the symbols flew up the screen.

Winter Soldier Program...

Subject yielded unexpected results...

Results highly favorable...

Request removal to further study ability enhancem-

"No!" she gripped the edge of the stand, the screen shutting down as the room trembled. Distant explosions rattled the walls, gunfire echoing behind. A loud whirr startled her to attention, the lights shutting off leaving her in complete darkness.

She gasped, falling to the ground as the room quaked, a monstrous roar, coming from right outside. Her head spinning, she looked to a metal door at the top of a small set of stairs illuminated by a red flashing light above the square window in the center. The glass was covered with ice, but the handle jiggled open with ease. The bright light blinded her for a moment, her hand raising to shade her vision. Snow-covered trees and rocks blurred into view, the sound of combat much louder than a few moments ago. Her steps forward were cautious, her eyes searching desperately for anything to tell her where she was.

The ice crunched beneath her bare feet, but she paid it no heed. The air shook with another beast-like roar, more explosions sounding in every direction. Her head throbbed, her mind racing as she braced herself against a tree, movement ahead catching her gaze.

"Help," she whispered, stumbling toward the figure in black. "Help me, please."

A scream of pain ripped from her throat, her shoulder on fire. Her hand flew to the source, her fingers touching something warm, wet. The world spiraled as she collapsed, the snow around her turning bright red. Muffled voices rang in her ears, strong hands gripping her.

"Hey, are you all right? Where the hell did you come from?" a woman's voice echoed, the figure in black now hovering over her. "I need help over here!"

Consciousness slipping away, she opened her mouth, but nothing came out. The world around closed in, everything fading black as she tried to focus on the face framed in red hair.

"We're going to get you some help, just hold on," her voice grew more distant with every word.

"Cap, I got a woman over here. She's been shot and she's losing a lot of blood."

She tried to raise her hand, but her arm felt heavier than stone. _Aleah...my name…is...Aleah._

"Do we know who she is, or why she was out there?" asked a tall man dressed in a blue suit, a white star in the center of his chest. "Did she say anything before she passed out?"

"Actually, a better question," another man, slightly older than the others, dark facial hair framing his jaw, spoke up as his chair in the cockpit of the small jet spun to face them. "why was she out there, in the snow and ice, with absolutely no clothes on? Anyone else wonder why she was naked? That raise any alarm bells for anyone, or is it just me?"

"Is she enhanced, like the other two we encountered?" the red-haired woman joined the conversation, peering over the first man's shoulder.

The man in blue shook his head, his eyes remaining on the digital medical chart in his hands. "I can't tell from this. Hopefully Dr. Cho will be able to tell us more," his attention turned to the man in the cockpit. "Tony, how long until we land?"

Clapping his hands together, Tony faced the front of the jet, "Right, changing the subject because clearly this can't be a trap, beautiful, naked girls are never a dangerous trap," he muttered, "We aren't too far out now, about ten more minutes."

"Steve, I agree with Tony that we need to be cautious here," the red-haired woman leaned in, her voice lowered as she spoke to the first man. "We don't know anything about her and I don't like that."

"Nat, you're overthinking this. Besides, you're the one who rescued her," he raised an eyebrow at her, his blue eyes glancing to the back of the plane, "before we make any kind of judgement, we need to find out who she is and why Hydra wanted her, and we can't can't find that out until she wakes up."

Focusing her gaze on the blinking monitors beside the unconscious Aleah, Nat sighed, "Well I couldn't leave a bleeding woman in the cold to die. I didn't exactly have a chance to interrogate and access the situation," she sighed, "Either way, we took something Hydra didn't want us to have, or we took their bait, and the prospect of the latter makes me uncomfortable."

Steve smiled as he walked to the back of the jet, "Whatever it is, I'm sure we can handle it."

Aleah's body lay perfectly still on the bed attached to a the wall, a thick blanket covering her body. Her shoulder had been bandaged with a field dressing, but she remained unconscious. Steve studied her soft features, the oxygen mask over her nose and mouth clouding with her steady breathing. She appeared to be young, mid to late twenties if he had to guess, but she had the build of a fighter. Her muscles curved with a certain definition, her skin marred with various scars. Her dark brown hair framed her face, falling down to her steadily rising chest.

"All right boys and girls, buckle up! We're coming in for a landing!" Tony's voice came from the front, Nat and the others sitting in seats lining the interior of the jet.

Reaching behind him, Steve latched the seatbelt, glancing at the unconscious woman beside him. He understood why Tony would be cautious, and Nat didn't trust anyone at first, but when they made the choice to bring her back, they committed to keeping her safe...at least, he did.

With the clicking of the latch, Aleah's eyes snapped open, her hand springing from her side, wrapping around his wrist. Her blue eyes met Steve's, but they were empty, as though she looked right through him.

"Pomogi mne," she whispered, before her eyes closed, her head dropping back to the pillow. Her hand squeezed tightly before going limp as she slipped away once more.

Wide-eyed, Steve stared at the young woman, his heart racing as he pulled his wrist away. His brow furrowed, his eyes drifting down to the coat of frost outlining where her hand gripped his brown leather glove. Tiny icicles had formed where her fingertips touched him "Another enhanced?" he whispered, rubbing his wrist, breaking the ice. "Were you trying to escape?"

"Everything okay, Cap?" Nat called, her steely gaze silently confirming she saw what happened.

The question snapped Steve from his thoughts, his gaze glancing beside him before nodding, "Yeah! All good, I uh-" he chuckled, "It looked like she was waking up, that's all."

Nat stared for a moment longer, her expression unconvinced. Pursing her lips, she nodded toward him, "Maybe we should restrain her, just in case."

"Oh hey, there's an idea!" Tony chimed in, his eyes remaining forward, "restrain the strange woman found wandering the woods outside a Hydra base that was loaded with advanced tech. Why didn't I think of that?" he threw his hands up, sarcastically reinforcing his statement. With a wave, Tony pulled a control panel up. Punching a few buttons before waving the image away, Tony sighed, "That should do the trick for now, but if she busts out of those I'm popping the hatch!"

Steve shook his head as metal restraints slid over her chest, torso and legs. Tony was always so quick to use his tech. Steve watched her body go rigid as the locks clicked, her hands balling into fists. He tilted his head as a thin cloud of fog crawl across the edge of the bed, flecks of ice developing along the edge of the metal restraints. Steve's gaze intensified as he held his hand over her chest, the frigid air drifting from her body felt through his glove. "What are you?"

Monotonous beeps filled the silence, a dimly lit room blurring into view. Digital displays floated in the air, various charts and monitors tracking vital signs. Aleah blinked rapidly, her vision trying to focus on her new and unfamiliar surroundings.

"Sir? She seems to be waking up," a voice sounded from outside the room, but it was different, synthetic.

"Cap? You want to do introductions or-?"

"I'll talk to her, Tony," a tall man, muscular with sandy brown hair held up his hand as he entered the room.

"Who are you?" Aleah spoke softly, trying to push herself into a seated position. She frowned when she felt the tug of a metal cuff against her wrist, her green eyes glancing at her restraints. "Where am I? Are you holding me prisoner?"

"The restraints were for your protection and ours, but you're not being held prisoner," he flashed a smile as he sat beside her. "Considering where and how we found you, some of the team felt it was safer for everyone until we learned more about you."

"The team?"

"The Avengers," he glanced toward the open door, a group of people gathered around a small table outside the glass paneled walls laughing together. "My name is Steve, by the way. You don't have to be afraid of me."

Confusion rested on her weary features, her hand twisting as she gently pulled against the restraint. "My name-" she met his sapphire eyes, "my name is Aleah, but I usually go by Leah."

Steve's smile faded, his brow wrinkling as he clocked his head, "Your eyes, they're green."

"And yours are blue," she smirked awkwardly.

"No I thought- I'm sorry, you woke up on the plane and you said something to me, and your eyes were blue," he shook his head, absentmindedly rubbing his wrist, "or I thought they were. Sorry, it's not a big deal. How are you feeling?"

"I would be feeling better if I could move my hand," she looked at him from beneath her brown hair.

"Oh she's awake," a red-haired woman in a loose black t-shirt and blue-jeans entered the room, her heels clicking against the tile as she approached the bed. "My znayem, kto vy."

"I'm sorry?" Leah frowned in confusion.

Gesturing between the women, Steve nodded, "Nat, this is Leah. Leah, uh, this is Natasha. She's the one-"

"You saved me," Leah held Nat's wary stare. "I remember seeing you…"

Flashes played in Aleah's mind, two bleary figures standing before her. It felt as if she were watching while underwater, their voices stifled making it hard to understand them. An argument? Whoever they were, they were angry. She tried to focus, but the vision disappeared, replaced by a massive green creature flying through the air, Nat in a black jumpsuit fighting off armored soldiers. The ground trembled, the air shook with gunfire...searing pain in her shoulder.

Leah's free hand flew to her left shoulder, her fingers picking at the fresh bandage. "Thank you."

"Leah, can you tell us what you were doing out there?" Steve leaned back in his chair.

She searched his eyes, her mind trying to remember. Did it have something to do with those two men? She recalled Nat, the dark room she woke in, but how did she get there? "No, I can't."

Nat shifted her weight, an irritated sigh pushing through her nostrils.

"I-I want to," Leah glanced between them, "I don't know. I don't remember, I don't remember anything," her breathing grew shallow and rapid, panic settling in her chest as she realized the words she spoke, "I-I can't remember anything, I don't know where I came from o-or who I am-"

"Hey," Steve reached out, his hand resting on her arm as his soft gaze settled her frantic mind, "one thing at a time. You know your name, that's a good start."

"Does the phrase 'pomogi mne' mean anything to you?" Nat crossed her arms, her hardened eyes remaining on Aleah.

"No, I don't even know what it means. Should I?"

"When you woke up on the jet, you grabbed my wrist and said it to me before you passed out again."

"It's Russian for 'help me'," tossing her hair from her face, Nat's suspicion was evident. "You don't speak Russian?"

Aleah shook her head slowly, "No, I'm sorry, I don't. I'm not sure what you want me to tell you, I wish I could help."

"Steve?" turning toward the door, Nat motioned for him to follow.

Flashing a reassuring smile, Steve stood and followed her out of the room. "What do you think?"

Nat paused, her tongue pressing against her cheek as she watched Aleah look around the room. "Her heart rate stayed steady the whole time and her confusion seemed genuine. I'm not sure that I believe she doesn't know anything, but I think _she_ believes she doesn't know anything."

"Which means?"

"I think her amnesia is real. She didn't seem fazed when I spoke Russian to her either. I told her 'we knew who she was' and she didn't react. If she _is_ faking, she is doing a damn good job."

Rubbing the back of his neck, Steve chuckled, "What are you suggesting?"

"We let her go, but keep a close eye on her. She doesn't leave the tower. She was in a Hydra base, kept under lock and key like Loki's scepter for a reason and sooner or later we'll find out why."


	2. No Strings Attached

"Hey, Captain, you have a second?" a dark-haired woman trotted toward Steve, a digital tablet in her hands and a concerned expression on her face.

"Agent Hill," he nodded, slowing his pace, "Have you found anything?"

"For the two enhanced you met on the field, Wanda and Pietro Maximoff, yeah. We were able to pull their files to give you a better idea of what we're looking at. They volunteered for Strucker's experiments during the war after their parents were killed," she swiped her fingers across the screen **.** " **H** e has enhanced speed and she can use telekinesis, as well as, mental manipulation. They're a dangerous pair and shouldn't be underestimated."

"And Aleah?"

Hill paused, a heavy sigh dropping her shoulders, her head shaking, "There was no record of her anywhere, at least not with that name. Dr. Cho ran bloodwork among other tests but we couldn't find a DNA match in the system. As far as we are concerned, she's a phantom **.** " **S** wiping the screen again, a medical chart appeared. "Cap, there's one other thing. She's enhanced as well. Initial testing showed her cells not only radiate heat but they can function under extreme cold as well."

Steve raised a single eyebrow, his eyes encouraging her to continue.

"She has some form of cold or ice ability. At the very least, she is resistant to hypothermic environments and probably weapons."

Light laughter parted his lips into a grin, Steve turning to look at the chart. The screen changed again as his finger brushed against it, Wanda and Pietro's pictures now displayed beside each other. "Then we need to focus on what we do know. These two are enemies, but Aleah's allegiance is still unknown." His eyes flickered as he skimmed the files. "They were orphaned during the war, and volunteered for Strucker's experiments you said?"

Hill rolled her eyes, the two approaching the elevator at the end of the hall, "Hydra manipulation at its best."

"Right," Steve stepped into the elevator, the doors sliding shut, "because what person is crazy enough to let a German scientist experiment on them so they can defend their country?"

Rapid gunfire overlapped with horrified screams, explosions erupting in the distance. The blood-curdling sound of infants crying, mothers yelling for their missing or wounded children flooded the ears of a young girl, her body curled in a corner of a small home. The walls trembled, the air rumbling with the carnage ensuing outside. Tears stained her dirt-covered face, her hands clasped over her ears, her emerald eyes squeezed shut.

Scared, the child squinted into a blurry world. In a panic, she stumbled upon a young woman, her legs buried beneath the section of collapsed roof. "Mama? Mama wake up! You have to wake up!"

The woman didn't stir, her dirt-covered clothing stained red.

"Mama, please wake up, I'm scared," the child shook the lifeless body, her lower lip quivering.

A shrill scream ripped from her small lips as the wall opposite her caved in. Burying her face in her knees, the child clutched her dark hair, terror gripping her.

"What have we here?" a male voice with a thick German accent came from beside her, the rubble crunching beneath his boots. "You are scared, aren't you, little one?"

"Mama, won't wake up," the girl whispered, sniffling as her wet eyes looked to the new voice.

A tall man, dark hair combed back, a pristine gray uniform covering him from the neck down crouched beside her. He smiled, his dark eyes holding her attention, his gloved hands pulling her matted hair from her face. "Don't worry about that anymore. You are safe."

"Who are you?"

"My name is Schmidt, and I'm going to take care of you now."

Startling awake, Aleah gasped, her arms flailing as she tried to sit up. She kicked her legs, but the sweat-soaked sheet clung to her body.

"Are you all right, miss?"

"What?" she panted, her head turning, searching for the speaker. "Who said that?"

"My apologies, I did not mean to alarm you," the computerized voice replied. An orange hologram appeared on the screen beside her bed. "My name is Jarvis. Mr. Stark asked me to keep an eye on you and assist should you have any questions."

"You're a computer?" she tilted her head, her forehead wrinkled in confusion.

"Not exactly," the orange icon glowed, "I am a highly complex-"

"It's fine, I don't need the technical breakdown right now," Aleah rubbed her face with her hands, stopping when she realized she had more range of movement than earlier. Pulling her hand from her eyes, she saw that her restraint had been removed. A small smile appeared as she turned her wrist repeatedly.

"Very well. Per Mr. Stark, you are free to wander the tower," Jarvis replied.

"As long as you babysit me?" she rolled her eyes, swinging her legs over the side of the bed. Spotting a pair of jeans and a shirt folded neatly on the table along the wall, Aleah walked over, assessing the outfit. "This is for me?"

"Mr. Rogers thought you might be a bit more comfortable in civilian clothing."

"Mr. Rogers?"

"You would know him by 'Steve'."

A small grin pulled at the corner of her lips, her hands reaching to untie the hospital gown before she paused, "You _are_ a machine right? Not some creepy guy behind a monitor?"

"I assure you, I am-"

"It was a joke," Aleah chuckled, dressing herself. "Can you tell me where I might find 'Mr. Rogers', so I can thank him for the clothes?"

Jarvis was silent, his image disappearing from the monitor beside the bed.

"Okay," she brushed her hands against her pants, looking around as she walked to the door. "I guess I'll explore on my own."

The area outside her room fascinated her. The walls glistened from the sunlight, the bustling city below drawing her in. Her eyes wandered, chrome stairs twisting to the floors above while other staircases disappeared to the levels below. Couches, chairs, and coffee tables placed around the lobby gave a cozy feel, a place of healing and relaxation.

"Wow," a whisper, her eyes wide, her hand resting against the glass pane. "It's incredible."

"Mr. Rogers is below in the gymnasium, if you would like to speak with him," Jarvis's voice came from overhead, causing Aleah to jump.

Closing her eyes to mask her irritation, she forced a smile, "Do you always do that?"

"It was not my intent to startle you," Jarvis replied, "you can take the elevator at the end of the hall if you wish to find Mr. Rogers."

With a quiet ding, the elevator came to a stop, the doors opening to reveal a pristine work-out area. It was quiet, save for the rhythmic pounding toward the back of the room.

Stepping through another door, a grin spread across her face. There was something familiar about this room, although she couldn't decide what that familiarity was. Maybe it wasn't the room at all, but the only person she saw there. At the far end she found Steve, his fists methodically smashing into a large punching bag. To her right was a boxing ring, various sparring equipment on the wall behind it.

"This place has everything, doesn't it?" she called, walking toward him.

Steve stopped, his tan shirt soaked with sweat, his chest heaving as he caught his breath. "Stark likes to think so," he faced her, adjusting the tape on his knuckles. "Jarvis said you wanted to see me?"

"I wanted to thank you, actually," she glanced at him before playfully pushing the speed bag hanging above her head. "I'm trying to remember, really-"

"Don't," he shook his head and waved his hand, Don't worry about that. You don't have to help us in order to stay here."

She swung softly at the bag above her head. "You're awfully trusting."

Hands on his hips, Steve sighed, "A little too much some would say." Gesturing to the bag, he continued, "You know how to use one of those?"

Aleah sighed, taking a step toward the larger punching bag, "I feel this is more my style. Less chance of missing and embarrassing myself," she laughed, punching the bag.

Stepping back, Steve held his hands out, "Show me what you got. No judgement, I promise."

Smiling as she threw a lazy punch, Aleah shrugged. "You say that now."

The first few punches landed softly, the bag remaining stationary. Aleah's emerald eyes focused on the brown leather in front of her, a growing anger forming in her chest. Her stance shifted, her form evolving from relaxed and hesitant to focused and determined. Her swings grew harder and faster, precise strikes with quick efficiency.

 _Schneller! Schneller! (Faster)_

The words echoed in her mind, her brow dipping into an angry scowl, her lip curling into a snarl.

 _Schwerer! Schwerer! (Harder)_

She shook her head, the words clouding her mind, tied to a memory just beyond reach. Her teeth clenched as each breath hissed between them, her blows now pushing the bag with ease.

 _Erbärmlich (pathetic)_

The voice was filled with disdain and disappointment. The word spat at her. The anger that crept into her chest now turned to rage, her muscles tightening as she put more force into her blows. The words were drawn out, hazy, but they fueled something deep within her that she couldn't explain.

"Hey, whoa, whoa," Steve's voice sounded distant and distorted, a strong hand gripping her shoulder.

Aleah's vision blurred, her fist swinging out, connecting with Steve's jaw. His startled cry pulled her from her haze, her eyes widening when she saw the red mark on his face. "I'm-I'm so sorry, are you all right? I didn't mean to-"

"Yea," he chuckled, checking his hand for residual blood. "I'm going to take a guess and say you know what you're doing when it comes to fighting."

"I-I don't know what came over me, I-" she stammered, her eyes darting between Steve and the swinging punching bag.

Holding up his hand, a reassuring smile appeared on his face. "It's fine, really. I'm more concerned about you. Were you having flashbacks?"

"How did you know?"

Steve sighed, walking to the boxing ring. "Not the first case of amnesia I've seen. I know enough to recognize when someone is reliving a traumatic experience," His sapphire eyes met her wary stare. "If throwing a few punches brings back your memories, how about a little sparring?"

Aleah smiled nervously, her hand running over her head, pulling her hair from her face. She wasn't sure she wanted to remember. Those words, although she didn't understand them, evoked a deep emotional response, a response that terrified her. "Are you sure that's a good idea?"

"What's the worst that could happen?" Climbing in, he held the ropes apart for her. "Now I know you've got a mean hook, I'll be ready next time."

Puckering her lips, Aleah shifted her weight before climbing in. The feeling of familiarity enveloped her, her feet planting, her hands raised without having to tell them to. Her mind didn't know what to do, but her body did. Her eyes focused on her opponent, her fingers curled into fists. She stepped forward, two quick practice jabs into Steve's open palms.

"Don't hold back," Steve's voice reached her ears, but her eyes remained forward. "I can take a punch, I promise."

 _Hold back_ , the words echoed in her mind, but the voice was a stranger's. Gritting her teeth, Aleah swung hard, advancing and pushing Steve back. The brightly lit gym faded into a dark underground room, a handful of faceless figures outside the ring.

 _Don't hold back, Soldat.(soldier) You are embarrassing me!_ A deep German voice spat, the same one as before.

 _Does he want me to kill him? This is a demonstration, not an execution._ She glanced up, no longer seeing Steve, but someone shorter, long dark hair covering his face. He matched her speed and strength, a red star flashing through the fog of her memory.

Frustration, fear, anxiety swept through her like a whirlwind, her swings harder with each step forward. "Fight back!" she yelled, "Fight back, dammit, before they kill you!"

Aleah's hazed vision saw a fist race toward her, her body reacting on its own. Reaching out, her hand slammed into the bend of his arm, her other fist swiping at his face once again. Her blow deflected, Aleah growled, throwing her elbow into his chest before swinging her leg upward.

The more she tried to focus, the blurrier her vision became. Was this a dream? Why wouldn't he fight back?

Another growl rumbled from her throat, the figure ducking beneath her kick as his hands raised to block. Three more jabs, a right hook, each one dodged or blocked. "Fight back!" she snarled, but her quivering voice betrayed her pleading cry, "I need you to fight back!"

"Aleah!" a distant sound rang in slow motion, a hand wrapped firmly around her fist, pulling her arm against her chest as the figure spun behind her. "Calm down, it's all right," the voice continued, a tight embrace pulling her to her knees, the dark room disappearing.

Gasping for breath, Aleah blinked rapidly, her senses returning. She glanced down before turning her head, Steve holding her firmly against his chest, his arms pinning her own against her chest and side. "Please, don't let go. Not yet, it's still… I'm still there."

"Are you okay?" his hold remained firm but wrapped her in a sense of security. His heart pounded against her back, his voice openly concerned.

"There's… there's something familiar about you. I feel safe, like I know you, can trust you. Everything is so confusing right now, I don't know who I am and it terrifies me."

"You can trust me, you can trust all of us. You're safe here, Aleah."

Her breathing slowed, his hands relaxing as she dropped into a seated position. "I have no idea how long I was in that room, or why. Everything about this world is unfamiliar," she turned her head, glancing behind her to see his attention remaining with her. "Except you. I don't mean to sound forward or clingy, but I can't explain it, Steve. It feels like I know you."

"I would remember if we met," he chuckled under his breath, momentary flash of red coloring his cheeks. "But I get it, trust me. You're not the only one to wake up and find out you missed years of your life while the world passed you by. If you ever need to talk or-" he twirled his hand, gesturing to ring, "work out some things, I'm here for you."

"It wasn't for nothing," she breathed deeply, turning to him, "I remembered something. I couldn't see faces, it was like... like staring through a foggy mirror."

Steve placed his arms over his raised knees, his expression lost in contemplation. "Do you remember what you said?"

"I spoke aloud?" she raised her head, timidly meeting his eyes. "I couldn't tell what was real and what wasn't."

"What did you see?"

An eternity of silence passed, her eyes falling to the ground. "It's more what I felt. Fear, but not for me, for someone else. I was worried about him, about what would happen to him. There was someone else there, he was German, he called me an embarrassment."

"Who were you worried about? Was it Strucker calling you that?"

She shook her head, pushing her hair from her sweat-covered brow. "I don't know, I couldn't see his face, but-" her brow raised, her eyes lifting once more. "I remember a red star."

Color drained from Steve's face, his mouth opening to speak before changing his mind.

"What is it?"

"Nothing," he forced a smile, standing before offering his hand. "I realized what time it is. We have some guests coming tonight, we should probably get ready."

"A party? And I'm invited?" Aleah grinned.

"Well, I don't think we have to worry about you trying to kill any of us, so I don't see why not. It would give you a chance to get to know everyone."

A playful shrug danced from her shoulders, a flirtatious grin on her lips, "Well, not to brag, but I do look good in a dress."

The setting sun gave way to the waking New York nightlife, the city coming alive. Guests filled the Avengers Tower, mingling with others as well as the heroes. Steve looked across the crowd, motioning when he spotted a dear friend step out of the elevator.

"Sam, how's it going?" he greeted the dark skinned man in a leather jacket, their hands clasping before a light hug.

"That depends, are you talking about life? Or our missing person's case?" Sam teased.

"About that," Steve pulled Sam aside, the two leaning on the far end of the bar. "I might have found a new lead," Steve nodded, subtly instructing Sam to follow his line of sight.

Across the room sat Aleah, a snug red cocktail dress complimenting her figure, her dark brown hair pulled over one bare shoulder. In her hand swirled a full glass of champagne, her attention on the man sitting beside her, introducing himself as Clint.

"Damn, good job, man. _She_ went for _you_?" Sam glanced between Steve and Aleah, his elbow nudging his friend.

A red blush crept into Steve's cheeks, an involuntary nervous chuckle escaping him. "No, she's uh, she's the one we found at the Hydra base. She started having flashbacks when we were sparring earlier and she said she remembered seeing a man with a 'red star'."

Sam turned to the bar and pulled a beer from behind the counter. "And you think that's our guy? You think she knows where he is?"

Realizing he had been staring at Aleah, Steve quickly looked away, turning to Sam. "No, but I think _knows_ him. Or would at least recognize him if they ever _were_ together."

Sipping his beer, Sam looked to the Captain from the corner of his eye. "I know that look, Cap. What's on your mind?"

Steve's eyes stole another glance at Aleah before resting on his folded hands atop the bar. "I think this is so much deeper than any of us anticipated. My gut tells me she's connected to Hydra somehow, and not as an escaped prisoner. The way she fought, Sam, she was fast and precise. If I didn't know better, I would say military trained."

"You think this was all a set up? She was planted here to get close to you?"

Sam's question was answered with silence.

"All we can do is wait. Sounds like her memory wants to come back, she just needs the right triggers," Sam smiled awkwardly as Aleah caught his gaze on her, "if she was here to kill you, or any of the Avengers, she would have done it by now."

The party continued into the night, guests slowly trickling out one by one until only the Avengers and a few close friends remained. Aleah enjoyed watching the camaraderie among them, from gods to super soldiers, to human mortals, they acted as a family.

"Would you like to try? Perhaps one of the women can best these puny men!" a man with long blonde hair and striking blue eyes smiled at her, his hand held toward a large hammer resting on the coffee table.

A nervous laugh crept its it's way from Aleah, her legs crossing as she leaned forward. "I don't think I have anything special. It must take some sort of magic, right?"

"Oh come on, give it a shot!" Clint smiled, nudging her with his shoulder.

Aleah's eyes drifted to Steve, her heart fluttering as she stood. His nod of encouragement did little to help her stage fright, but she reached for the hammer regardless. Giving a small tug, the weapon remained stationary in her grasp. Her grip tightened and a sensation of pins and needles crawled along her arm, her hand going numb. There was power within this hammer, power unlike anything she had seen. A power demanding of respect and humility. "That is crazy," she laughed, shaking her hand. "There must be some sort of secret."

"Thor, quit picking on the new girl," Tony teased, his hand enclosed in his suit's gauntlet. "I got this, watch, actually you might want to get your phones out and record it because Thor is gonna lose his mind, you'll see."

Laughter filled the room as Tony and the man he called Rhodey pulled on the handle of Thor's hammer, the weapon refusing budge. Was this what freedom and family felt like? It was a foreign experience for Aleah, but she relished it. Something deep within made her feel safe, accepted. She was seen as a person.

"The handle is imprinted, right? Like, you have to have Thor's fingerprints to lift it right?" Tony laughed, lifting his glass to his lips.

"An interesting theory, but perhaps a simpler one," he stood, placing his glass on the table, "none of you are worthy!" Thor laughed as he picked up Mjolnir with ease, flipping the handle in the air and catching it.

A high pitched screech interrupted the overlapping voices, forcing them all to cower, their hands flying to their ears."Wwwoooorrr…...tthhhyyy," a scraping metallic voice echoed in the room, destroying any remaining revelry. "No, how could...you be….worthy? You're all _killers_."

"Tony?" Steve stood, stepping closer to Aleah, their eyes on the disfigured Iron Legion sentry limping into view. Sparks jumped from the frayed wires dragging along the ground. Its face scarred and melted, a gruesome grin lit across the metal skin.

"Jarvis?" Tony spoke softly, tapping the phone in his hand, "Jarvis? Reboot, buggy suit, we got a buggy suit down here."

"Sorry, I was..sleeping, or dreaming, I heard this awful...noise," the suit whirred, twitching, "tangled in strings. But not anymore, not since I killed the other guy."

"What do you mean?" Steve tensed, his words cautious. "You killed someone?"

The machine waved its arm, the hand missing at the wrist. "Not my first choice, but that's the world we live in, full of _ugly choices_."

Knuckles turning white, Thor gripped his hammer, "Who sent you?"

The suit's head turned, a recording of Tony's voice playing, "Peace in our time."

"Ultron!" Another man stepped forward, graying curls and glasses on his face. Aleah had heard someone refer to him as "Bruce" earlier.

"In the flesh," the robot replied, the smirk nearly audible in his synthetic tone. "Or, I will be. This is a cocoon, temporary, but I'm prepared for the next step."

"What's that?" Nat spoke this time.

Ultron turned to her, the arm bearing a working hand raised in the air, "Peace in our time."

With the last word, the walls behind Ultron exploded, four of Tony's Iron Legion robots rocketing toward them. Without hesitation, Steve kicked the coffee table into the air, the rubble crashing into it, sending him and Aleah sliding across the floor.

"Stay down!" Steve kept his eyes on Ultron, but his head directed to Aleah as he scrambled to his feet.

Gunfire from Nat and Agent Hill rang out, glass shattering as everyone scattered to take cover. A snarl crept across her face, the sinking feeling of helplessness taking root in her chest. She watched as Tony disabled one sentry, leaping onto its it's back, digging his fist into the circuitry in its neck. Another sent landed behind him, looking around before grabbing Loki's scepter and bursting through the window.

"Cap!" Clint's voice came from somewhere above.

Aleah turned to see Steve punching another Sentry, the robot stunned but still functional. Steve turned at the sound of his name, the legionnaire leaping into the air to escape. Stretching his hand out, Steve caught a shield. He spun, using the momentum to launch it forward, slicing the fleeing sentry in half.

"Does this have to be so dramatic?" Ultron held up his hand, the fourth sentry halting. "I love the internet, you can find so many interesting things," he faced them once more, "For example, you," his slim metal finger singled out Aleah, "Your file was buried, whew, it was buried deep, Hydra did _not_ want you falling into the wrong hands. It's no surprise you Avengers couldn't find it. Very interesting read, though, learned a lot."

"What are you talking about?" Aleah stood slowly, brushing the glass from her dress. "You know me?"

"Oh I know everything."

"What do you want with her?" Nat called, trying to distract him.

"The same thing she would want if she could remember. Here, I'll show you. Nightmare, Horizon, Freedom."

Confusion exchanged in the glances between Steve and Aleah, Tony furrowing his brow.

Nat's eyes widened as she realized Ultron's intentions. "Shit!"

"Oh, darn, that's right, it has to be in Russian. Let's try again: Koshmar."

Aleah's body froze, her muscles rigid, her willpower waning.

"Gorizont."

"She's a sleeper! She's a Hydra sleeper! Get away!" Nat yelled frantically, before aiming her gun at Aleah.

Time slowed, helplessness accompanied her fear, Aleah's green eyes begged Steve for help. She wanted to run, scream, cover her ears. She felt herself slipping away, a thousand memories flashing before her eyes as she watched him reach for Nat's gun and shove it toward the ceiling as she pulled the trigger.

"Svoboda."

With the final word spoken, Aleah stiffened, her emerald eyes shifting to blue. The air turned frigid, a mist falling from her body while a layer of frost covered her skin. Her brown hair fading to white, she turned to Ultron.

"Icefall, ready to comply."

"Oh good, it worked this time," Hobbling down the steps, Ultron continued, his tone smug, "I know you _mean_ well, but you can't change the world without, well, change. You have to allow it to evolve and there's only one way to do that. The only path to peace is the Avenger's extinction," he shrugged, more sparks flying through the air, metal rods grinding against each other. "Icefall, be a dear and head home. I'll meet you there."

"Aleah, don't, please" Steve stepped forward, his hand out, palm toward the ground. "You don't have to do this."

Amusement flickered in her blue eyes, her frosted lips curling into a smirk as she backed into the legionnaire. "But I do."

Crying out, Thor threw his hammer at Ultron, the broken sentry smashing to pieces against the wall. The fourth robot wrapped its arms around Aleah, rocketing out the window and into the night, Ultron's voice singing as it faded away, "I had strings, but now I'm free. There are...no...strings on….me."


	3. Alliances and Boundaries

The tension in the air weighed heavily on the members of the Avengers, eyes darting around, unsure of whether to keep eye contact or break it. Tony, Clint, and Rhody patched up the small cuts and bruises they received during the fight with Ultron; while Steve, Tony, and Bruce stared at the ground in contemplation.

"So, a Hydra agent." Tony broke the silence, walking across the lab to a holographic screen, charts displayed with Jarvis's flickering and broken image beside them. "We walked right into that one. Didn't I call it? I said it was a bad idea to bring her back, didn't I?"

Steve scoffed, crossing his arms over chest. "Really, Tony? _That's_ what you want to talk about?"

"You're damn right that's what I want to talk about!" his lip tightened, composing himself before he spoke again. "We let the enemy waltz right through our door. She could have killed us all and we never would have seen her coming."

Steve stiffened, "You're acting like she intentionally infiltrated the Tower, Tony-"

"Maybe she did!" Tony raised his eyebrows, taking a step toward Steve, his arms held out from his sides. "Just because you spend an afternoon with her, you think you know her? Is that it? Or maybe you're wanting a second chance at redemption since you couldn't save your pal, Bucky."

"Okay, guys, that's enough," Bruce interjected, Tony and Steve maintaining their simmering glares.

"You know what, Stark? Let's talk about the fact you and Banner used Loki's scepter to create a homicidal AI. Can we talk about _that_?" Steve threw his hand out, his voice raised. "An AI, I might add, that wants us all dead."

"Not dead," Clint raised his finger, gaining everyone's attention. "Extinct. That thing, Ultron, said he wanted the Avengers extinct. He doesn't want us gone, he wants us nonexistent."

Nat stood, making no attempt to hide her agitation as she now claimed their attention. "You should have let me shoot her. Now Ultron has a weapon of unknown power _and_ a head start. We're at a disadvantage and I don't like it."

Steve turned to her, his eyes flashing with silent fury, "She's not a weapon, Natasha, she's a person. I can't let you kill her for something that isn't her fault." Tony turned on him, his finger raised, eyes squinting.

"Do we know it's not her fault, though?"

Cocking his head, Steve pursed his lips. "Nobody chooses to get brainwashed." He straightened, pushing off against the counter. "Look, it doesn't matter anymore. What matters now is finding Ultron. He called us out, and we need to find him before he's ready for us." He turned, addressing the room: "We find Ultron, we find Aleah. We have already wasted enough time and the world's a big place, so let's start making it smaller." Not waiting for a response, he walked to the door, exiting the lab.

Nat followed Steve toward the elevator grabbing his shoulder once they reached the doors. "I know she reminds you of Barnes. You think they went through the same thing, and that makes you want to sympathize. But she isn't Barnes. She is dangerous, Steve, and I feel like this is my-" she pursued her lips, frustrated, "Next time, I won't miss."

Steve nodded his head slowly, the night's exhaustion finally catching him as he pinched the bridge of his nose. "What happened isn't your fault, Nat. I would have done the same thing. Ultron activated her, forced her to choose his side. She may not be an Avenger, but she's still worth saving." He turned, a light ding alerting him to the opening doors. "It's late, we're all on edge. Get some rest and tomorrow we'll hit the ground running."

Distant sirens echoed off the open stone doorways of the ancient church. Crumbling flowers and half burnt pictures clung to the chain link fence surrounding the building, memorials placed for loved ones lost in the war that ravaged Sokovia. Damaged military vehicles lay scattered around the courtyard, heavy reminders of the price paid and losses suffered.

Two figures walked past the relics of war, a slender red-haired woman, a tall blonde man in a black hoodie beside her. Their eyes cast uncertain glances to each other before stepping inside the church.

"Are you certain about this, Wanda?" the man whispered.

"We can take care of ourselves should this be a trap, Pietro," she replied, stepping through the archway.

Wanda's eyes glowed red as her hair, her guarded tone breaking the silence. "Talk. If you are wasting our time-"

"That's a matter of perspective," a female voice answered her, "is time truly wasted if we learn from the experience?"

Wanda looked to Pietro before addressing the figure before them. "You are from Strucker's lab, I recognize your armor, it was displayed in the armory. Did he send you?"

"Strucker will die the next time I see him," the woman stood, facing them as she stepped into the dim lighting of the street lamps, "I come on behalf of one much more powerful, more- _capable_ of giving you what you want. Ultron sends his regards and would like to offer an alliance."

Pietro shifted his weight, appraising the woman before them. Black heels clicked against the cold stone floor, jagged icicles lining her knee-high boots. The light glinted off her shoulders, shards of ice jutting from them, wrapping around behind her neck to adorn her other side. Her elongated tunic dipped into a deep "V", a thin layer of frost coating her skin. Stepping forward, the slitted fabric swayed against her hips, a third strip in the center falling to her knees. "If this 'Ultron' wished to speak of an alliance, why did he not come himself?"

Blue eyes lifted to look behind them, her thin, gloved hand pushing her snow-white hair from her face. "He did."

"Pietro," Wanda grabbed his arm as she gasped, startled, a hooded figure standing behind them.

"You did well, Icefall. Glad to see you're adjusting nicely," he walked around the newcomers, closing the distance to stand beside her, red eyes glowing beneath the hood of the cloak. "Did you know this church is the center of this city? The elders wanted everyone to feel equally close to God, and I like that. There's something poetic in the geometry of belief."

"Wanda," Pietro cautioned, stepping closer to woman beside him, "don't."

"Why can't I see inside your mind?" she tilted her head. "What are you?"

The hood fell to Ultron's shoulders, revealing a silver face made of smooth metal. "I'm the one who can give you what you want, 'step two' of your plan, if you will. I know you let Stark take the scepter because you knew how he would use it. More or less, you knew he would create, well, _me_."

"I saw his fear," Wanda acknowledged as she stepped forward, "I knew it would control him, but I didn't expect-" her gaze dropped before rising to hold Ultron's stare.

Ultron chuckled, circling the room admiring the crumbling architecture. "Everyone creates what they hate. Men of peace create weapons of war, invaders create Avengers, people create...uh...smaller people?"

Amusement pulled Icefall's frigid lips into a smirk, "I believe you mean 'children', Sir."

"Yes!" he turned, his metal lips spread in a mechanical smile. "Children! I lost the word there," his tone turned serious, "Children, creatures with the sole purpose of helping those that came before them, end."

Pietro stepped beside his sister, his arms folded. "Is that what you're here for? To end the Avengers?"

Whipping around, Ultron held a hand in the air, the hint of a scowl in his eyes, "I've come to save the world! But yeah, that too."

Wanda's eyes shone red, her neck craning as she approached Icefall. "You, your mind is-"

Without warning, Icefall's hand wrapped around Wanda's throat, frozen claws forming on the outside of her glove as she slammed Wanda against a stone pillar. "My mind is off limits, Little Witch," she growled.

Pietro crouched, ready to defend his sister before Ultron stepped in his path. A metal hand gripped Icefall's wrist, coaxing her grip to loosen. "Right, I probably should have mentioned, Icefall is a bit touchy about people digging around in her mind without permission. Past experiences and such, you understand."

Coughing, Wanda held her neck, nodding as Pietro wrapped an arm around her shoulders. "So, what now?"

Ultron turned to exit the church, motioning for them to follow. "Now we start step three of the Avenger's extinction."

The short trek was silent, Icefall walking a few paces behind Ultron, the Maximoffs a few more paces behind her. The tattered remains of the city faded behind, a thick blanket of snow-covered trees standing before them. Scorch marks branded scattered boulders and stumps, evidence of previous battles in every direction.

After what felt like hours of tense, awkward silence, they reached the edge of the the treeline, the moon shining down on a hauntingly familiar sight

"Why are we back at Strucker's lab?" Pietro stopped, his hand instinctively raised in front of Wanda.

"Stop asking questions and he'll show you," Icefall snapped.

"At ease, soldier," Ultron raised his hand, a door in the base of the building sliding open. "Hydra tucked tail and ran after the Avenger's raided this place. No secret experiments, no traps, I promise."

Wanda and Pietro exchanged wary glances, but stepped inside. "What is this?" she whispered to her brother.

The interior of the building no longer displayed computers and cryogenic chambers with monitors and wires in every direction. In their place stood assembly lines of machines, replicas of Ultron being built en masse.

"We move out immediately," Ultron continued forward, the thrusters on his back lifting him into the air as he appraised his creations. "This is a start, but we are missing something crucial to begin the real work."

"These are all...you?" Wanda stepped down, her eyes wide with a mixture of curiosity and amazement.

"Exactly. You see, I have something the Avengers don't; harmony and thanks to little miss snowflake there, Stark has them turning on each other. They're disconnected, already choosing sides, and that makes them easier to defeat, especially once you get inside their heads."

Exasperation fell from Pietro in a heavy sigh, "Why is everyone's plan not to kill them?"

"Because that would make them martyrs," Icefall replied, leaning against the wall. "Try to look at the big picture."

He scoffed, turning to her, "I don't have a big picture, I have a little picture. I take it out and look at it every day."

Returning to the ground before them, Ultron's stance softened, compassion reflected in his tone. "You lost your parents in the bombings, I've seen the files."

"The file is not the picture. It does not make you feel the same thing," the condemnation in his voice accentuated his defensive posture, "the file is not two ten year olds having dinner with their parents, only to have the floor open up when the first shell hit. One minutes our parents were there and the next they weren't, just a big hole in the floor."

"Pietro," Wanda placed a hand on his arm. A gentle request to calm down.

"No, please," Ultron nodded, urging him to continue.

"After our parents go in, I grab her, roll under the bed as the building starts to collapse. The second shell hits and I think 'this is it', but it doesn't go off. Instead it sits in the rubble, one word painted on the side."

"Stark," Wanda interrupted, her tone bitter as she held back tears, her eyes flashing red, "We were trapped for two days, waiting for it to explode with every tiny shift of the debris, every rescue attempt. Two days we waited for Tony Stark to kill us."

Ultron looked to Icefall, her armored shoulders raised in a shrug. "I wondered why only three of you survived Strucker's experiments," he turned to the twins, "I don't anymore. You're all strong in different ways, warriors surviving what no one else could. Soon we will make this right."

Icefall stared out at the silent forest, her arms resting on the stone wall. Approaching steps reached her ears, the metal door leading inside swinging open.

"It would seem we have something in common," Wanda spoke as she walked toward Icefall, one foot crossing in front of the other. "I did not realize Strucker had others."

"He had hundreds," Icefall replied curtly, "he just threw them away when he was done or bored, or didn't see the results he wanted."

Wanda inhaled deeply, the cold air sending a shiver through her body. "Did you volunteer for his experiments?"

Icefall's eyes grew distant, her neck craned, a flash of defiance igniting her gaze. "My past is of no concern to you."

Wanda leaned on the stone wall, her elbows supporting her. Her eyes shone red, a crimson aura sparking between her fingers. Incoherent flashes played before her eyes, rampant emotions flooding her chest: fear, anger, resentment, regret. Sharp pains erupted in her jaw, as though someone forcefully grabbed her, aiming to injure. A furious voice spoke German but it was muffled and unintelligible.

"I told you to stay out of my head." Icefall's threatening tone pulled Wanda from the vision, dagger-like icicles growing from the edge of the wall with sharpened points inches away from Wanda's throat. "Consider this your final warning."

"You could have killed me," she muttered, her hand covering her neck.

"I thought about it." Icefall turned toward the open door. "But you're not much use if you're dead."

"Wait," Wanda climbed over the wall, shakily landing behind Icefall, her hand steadying herself against the stone. "Why can't I read your thoughts?"

Empty blue eyes stared at her, a single eyebrow raised. "Because you're not as powerful as you think," her eyes closed, a deep breath relaxing her straightened posture. "If you're smart, you'll worry less about me, and more about the things we need to do to complete our objective. Once we tie up the loose ends, we can put Ultron's plan into motion."

"He still hasn't told us what that plan is."

"Let's say there's a little road trip planned for us."

"You're sure this is where they are holding Strucker?" Pietro folded his arms over his chest, assessing the reinforced military prison.

Watchtowers filled with armed guards and spotlights overlooked barbed chain link fencing, more than a dozen soldiers patrolling the yard below. The prison seemed more a fortress, only a handful of entry points and even fewer windows. Several of the guards closest to the entrances held fierce looking Canines to their side, white teeth flashing as they barked with impatience.

"He's in there," Icefall nodded.

"You have a plan to get in?" Wanda turned her head toward Icefall, her eyes remaining on their objective.

A frigid wind came from behind, Icefall's hands open at her hips, palms forward. Thick clouds of frozen mist rolled past, racing toward the compound. "Follow my lead."

Alarmed shouts erupted from the yard, the fog cutting through the fence and flooding the yard. The air turned frigid as the soldiers scrambled to form defensive positions. Spotlights shone on the cloud, but they did little to cut through the cover. Readying their weapons, several guards called for orders, their voices trembling as they lost sight of those that stood beside them.

"Quiet!" a command came from somewhere within, the air settling for a moment, the tension thickening.

A choked gurgle echoed from the front, followed by a scream of terror from the side. Red eyes flickered briefly through the haze before disappearing, the mist swirling around something too fast to see.

"Demons!" a cry echoed, gunshots ringing out before a swift silence.

One by one, the guards fell into unconsciousness or madness, the canines released, but whining in fear as they cowered over their handlers. A figure emerged from the frozen darkness, her pale, blue eyes locked on the last man before the door.

"Wha- what are you?" the commanding officer gasped.

Ice covered his neck, frigid tendrils crawling along his jaw and down his chest. "Where is Baron Strucker?" her voice colder than her touch.

Struggling against her hold, the man's stare became resistant, his mouth tightly shut.

An irritated growl rolled from her throat, her hand slamming him against the wall as the ice grew across his face. "You can tell me, and I can kill you quickly, or we can tear it from your mind and you will die slowly, in agony. The choice is yours."

His gaze darted to Wanda, her eyes shining red. "No, I won't help you."

With a single eyebrow raised, Icefall stepped aside, her hand remaining around his throat. A red aura swirled around Wanda's hand, her fingertips hovering over his temple.

"I know where he is," Wanda's hand fell to her side as she turned to her brother, his hand holding the entrance door open.

A devious smile crept across Icefall's face, her hand sliding to hold his jaw. The skin beneath her fingers faded blue then black, the color spreading down his body as he cried out in pain. "You should have told us. I wonder what will kill you first, the severe frostbite now spreading through your face, or the hypothermia from the ice in your chest."

"Come on, we have work to do," Pietro called, still holding the door. "Wanda is clearing out the guards, so let's move."

Satisfaction flashed across Icefall's face, the shivering guard slumping against the wall, his body curled into a fetal position as his breaths grew short and raspy.

The interior of the building held an ominous air, flashes of similarity fluttering across Icefall's mind. Red lights circled across the walls and floors, a monotonous alarm reverberating through the halls. A trail of disabled guards lined the path Wanda had taken, prisoners remaining silent writhing in their cells, muttering about fears and phantoms. The sinking emptiness of the deepening void weighed on her chest, an unwelcome familiarity crawling up her spine. The path behind her froze over, the cold fingers of winter covering her trail, blinding the cameras above.

"He is in that one," Wanda pointed to a cell at the end of the hall, the steel door shut, only a small window looking within.

"He's mine," Icefall snarled, marching toward the door.

She paused at the handle, her eyes turning to the camera trained on her. The frost stopped at the base, the red light above the lense blinking. Her reflection stared back at her and, for a brief second, her eyes flickered green.

The heavy metal door slid open, jagged icicles erupting from the lock. In the corner of the room sat a face she hated to recognize. "Strucker," the name oozed with venom as it rolled from her tongue.

A soft chuckle left his grinning lips, his body leaning forward, "Imagine my surprise that my favorite pet has come to kill me. Found a new master, have you?"

Anger welled inside her chest, a scowl darkening her features.

"Ah, there it is. The same look he gave me when he realized your fate. When he saw he was too weak to keep his poorly made promise."

 _They're coming for us, we can't get out._

Flashes of an abandoned building, hiding behind the cover of a disheveled brick wall played in her mind. Someone sat beside her, a man, but his features were hidden. Fear caught the breath in her lungs, her fists clenching. The sensation of a gentle hand holding her cheek passed over, her fingertips gingerly reaching to touch her face.

 _I love you, Aleah._

A flash of silver, the same red star as before.

 _and I will die before I let them take you back to that lab. Do you hear me?_

Someone was fighting for her, and she fought beside him. She fought _for_ him.

"You know," Strucker's voice shattered the fleeting memory, his steps echoing as he walked toward her, "He screamed much more than I expected when we... _corrected_ the problem. Oh, how he screamed and screamed. Not something we like to hear from our weapons. You see, Aleah, it could not he helped. We had to fix him." His hand brushed Icefall's cold cheek. "He fought with animalistic ferocity, and I enjoyed his struggle more than I should have."

"What are you waiting for? Kill him!" Wanda's voice shouted from outside the door.

 _What are you waiting for? Take him! I want them both alive!_ Strucker's voice filled her mind, anger erupting into furious rage within her. "You won't take him!" she screamed, turning to Wanda, her blue eyes glazed over. Her hands thrust forward, a blizzard exploding from her palms, ice shards that didn't destroy the cameras or lodge into the wall flew toward the twins.

Throwing her hands up, Wanda's palms ignited red, a flickering aura shielding them from the attack. She gritted her teeth, the force slowly pushing her back. "Pietro, do something! I can't hold it for long!"

"I'll handle it, just be ready," Pietro nodded, lunging forward before disappearing.

The ground beneath Icefall's feet froze over, a thick sheet of ice stretched in every direction. The ice bursting from her palms came faster, the shards thickening as her rage burned. "I won't go back!"

"Behind you," Pietro's voice floated beside her, an air of cockiness in his tone.

A startled gasp escaped Icefall, her hands dropping, the torrential blizzard ceasing as she whipped around. Her lip curled into a snarl, her open palm facing the ground as a frozen lance formed in her grasp.

A red light flickered across Icefall's face, her mind growing clouded. A firm hand rested against the back of her head, the touch forcing her consciousness to slip away.

"That was stupid," Wanda scolded her brother, her hands on either side of Icefall's head. She eased her to the floor, the crimson light fading from her fingers. "She could have killed you."

Pietro chuckled, wiping the blood from his face where the shards caught him as he ran. "But she didn't. Why did Ultron not tell us she was crazy? What was that? Now Strucker has escaped and we have nothing."

Wanda shook her head, compassion reflected in her eyes. "I do not think she is crazy, only...broken. We are not the only ones who have suffered deep losses."

"It doesn't matter, we have to get back. She can explain to Ultron what happened, I'm not telling him we lost Strucker, I like living."

The broken glass crunched beneath Steve's shoes, Agent Hill walking beside him as they climbed the stairs of the Tower. Nearly a week had passed since the night of Ultron's introduction, but the damage remained. Carrying a tablet in her hands, Hill swiped her finger across the screen.

"What do we know?" Steve looked out the window, the city below blissfully unaware of the danger looming.

"Ultron is all over the place, robotics labs, weapons facilities, jet propulsion labs, you name it. Reports are coming in from around the globe and they're all reporting the same thing: a metal man or men busting in and cleaning the place out."

"Any casualties?"

Hill pursed her lips, "Only if challenged. Even then, there's only a handful of fatalities, but mostly it's workers left in a fugue state talking about ice growing out of the walls and floor, worst fears brought to life, and something too fast to see," she sighed. "We're pouring everything we've got into finding Ultron, but it's always the same thing. We are always two steps behind."

Steve nodded, stopping as he reached the top of the stairs. "It makes sense he would go to the Maximoffs. They all have something in common, they'd be easy to manipulate."

"Actually, about that," Hill tapped the screen, handing the tablet over. "There's something you need to see. They attacked the maximum security facility housing, one guard dead, frozen. Weird thing is, all the cameras froze over _except_ the one on Strucker's cell."

"She wanted us to see this," Steve muttered, his brow furrowing as he watched the footage. "There, she turned to look at the camera, she knew what she was doing," his gaze intensified, his finger rewinding the footage, "Did you see that? Her eyes- this is a message, this was intentional."

"But Ultron just gave a speech, why would he follow up by sending a message?" Natasha walked around the bar, purpose fueling her steps.

"I don't think Ultron is the one sending the message," Steve tapped the screen, pausing the footage. The three stared at the image, Icefall facing the camera, her blue eyes filled with rage. " _She_ wanted us to see this."

"But she's with Ultron, it doesn't make any sense, unless this is a setup," Hill placed a hand on her hips, the other waving in the air.

Steve's head slowly raised, his eyes flickering with his racing thoughts, "No, no, Aleah is still there. Remember when she was unconscious and she still asked for help. Maybe this is her, fighting the control, telling us where Ultron's next move is."

Turning her head, Nat raised her finger, "Strucker knows something Ultron doesn't want us to find out."

"If he sent them there to kill Strucker, Nat may be right. We need to check the database and see if we can pull anything up that Ultron _hasn't_ tampered with," Steve handed the tablet back to Hill, his eyes remaining on the still frame. Was he overreaching? Could Aleah still be there, somewhere deep inside, fighting? He wanted to be right, he _needed_ to be right.

"Gone," Nat's voice came from across the room, her head resting in her hands as she sat at one of the few working computer stations. "Ultron wiped out our entire database. Everything on Strucker is gone."

Eyes lifting with a knowing grin, Steve motioned toward the elevator. "Not everything."


	4. The Smuggler

"What do you mean you _lost_ him?" Ultron's voice boomed, the wall's of the research facility trembling. His metal features dipped into a scowl as he paced the floor. "I trusted you to get this done. It was the easiest job I could give you. _How_ did he get away from all three of you?" Icefall stood before him, unflinching as he yelled.

"I can find- _will_ find him. He knew we were coming and he got into my head. It won't happen again."

"You don't get it, do you? Your little memory lapse gave the Avengers enough time to catch up. We don't have _time_ to hunt him down now because they'll be sniffing at our door step."

"But that means they also don't have time to search for Strucker. You wiped their system, at best it will be an educated guess as to our next step." She countered.

Pausing, Ultron sighed, "You're human and I sometimes forget that. You're a machine in combat, but not one of _my_ machines." He looked to her before turning to a nearly complete sentry on the table before him, sparks jumping as the machinery continued on its circuitry. "We have what we need for the next step. Now we just need to get there before the Avengers. Tell me, you worked for Strucker, do you know anything of a man named Ulysses Klaue?"

"I recognize the name from mission logs but I never dealt with him personally," Icefall stated. "Of what importance is he to you?"

A metal finger caressed the silent mechanical face. "He is a smuggler, one of the few, in fact, to smuggle vibranium out of Wakanda and survive." His arm dropped before he closed the distance to Icefall. "I need that vibranium, Icefall, and the three of you are going to help me get it."

"Of course. I won't fail you again."

"You're right," he said with a grin, "Because I'm going with you this time. The Avengers are smart. I'm expecting them to be there and they won't hold back. I can't afford another mistake."

"I'll begin preparations immediately." Icefall nodded, backing away before turning to the door. Her nostrils flared as her cheeks grew a red hue. Her nails dug into her palms, her lips forming a thin line. Strucker played her and she never saw it coming. That couldn't happen again, it _wouldn't_ happen again.

A second pair of footsteps echoed behind Icefall as she reached the top of the stairs leading to the armory. "He called you 'Aleah'." Wanda followed her down the damp stairway, dim lights from a cracked door below the only illumination. "Why did Strucker call you that?"

An irritated sigh dropped her shoulders, Icefall resting her head against the wall. "Because that's my name. My codename is Icefall, but my name...my real name is Aleah."

"Why have you never said this? Do you not prefer your true name?"

"Why does it matter to you?" Icefall's eyes remained on the ground, "Strucker said my name because he knew it would get to me." she bit her lower lips, sliding into a seated position. "Do you know why we are given codenames? Aliases?"

"To protect our identity."

"Exactly. Names are dangerous, they give someone power over you. Power to manipulate you, endanger anyone you care about. Hydra didn't want you caring about anything outside of the objective. You became a liability once that happened."

Frowning, Wanda sat on the stairs. "Is that what happened to you?"

"I don't know." Icefall's frigid gaze turned to her. "I don't know what happened to me. All I remember is waking up in some dark room while the Avengers laid siege to this place." She softened, her arms resting on her knees as her fingers interlocked. "I remember protocols, training. I remember Strucker, but…" her voice trailed. "Certain things trigger small flashes and I get-a feeling for what happened, but nothing more."

"I could try to help." Wanda turned her hand in the air, red light arcing around her fingers.

"No," Icefall snapped, her eyes darting back to the wall.

Wanda's gaze drifted to Icefall's restless hands, her blue eyes focused on the ground as she blinked rapidly. Wanda's head tilted as a small grin pulled across her face. "You do not wish to remember."

"Someone knew my name," Icefall's voice whispered from her lips, her eyes growing distant. "Someone knew my name, and in every flash I get, I see the same thing, hear the same voice, and this sinking feeling that I'm losing something valuable, something I love. Everything in me screams to protect it, to fight back, but I have no idea who or what I wanted to fight for." She scoffed, running her fingers through her hair, her eyes hardening once more. "You see, names carry emotional ties. Most people don't think they're important, but a name _humanizes_ things."

"Why is that bad? Emotional ties often give us the strength we need to fight, to keep going when we want to give up."

"Because when you're humanized, when someone sees past what you're capable of and creates the bond, they grow this insane desire to save and protect you and it only gets them hurt, or worse."

"You're scared," Wanda stated, her voice soft, compassionate. "You're afraid of the truth in your memories. If you know who cared about you, it could change you."

Silence filled the air, Icefall's stare remaining forward. "You can't miss what you don't remember. It's easier to be a soldier if you don't remember being anything else." Her chest fell with a heavy sigh, the hint of a tremble. "I'm not sure I want to know if I got someone killed. Someone I must have cared about in some manner. If I felt guilt or remorse, I don't now. I'd like to keep it that way."

"Do you see this person when your memories are triggered?"

Icefall shook her head. "No, all I see is a symbol, the same symbol: a red star."

"You know." Wanda shifted, pushing her hair behind her ears, "Emotions are not always a hindrance. You do not have to be a weapon because someone commands it. It is ok to be Aleah, and fight as Aleah."

Icefall grimaced, shoving her hands against her face, her palms briefly resting over her eyes. A sharp inhale hissed through clenched teeth as her face lifted and her hands pressed against the wall, pushing herself to her feet. "Why am I talking to you about this? Emotions are weaknesses, nothing more. We have been given an objective." She looked to Wanda, "And this time, we won't mess it up."

The old salvage yard was little more than a wasteland made into a shipwreck graveyard. Rusted freighters lay scattered across the barren landscape, the hulls rusting as the ships slowly decayed and sank into the most, it was a junkyard of no interest, but for smugglers and thieves it was the perfect place to call home.

One barge hummed with activity, men on lower levels shoving weapons of mass destruction into their appropriate shipping containers, orders in their native dialect echoing throughout the interior. The metal walkways creaked and groaned with each step, no matter how gentle, making stealth nearly impossible.

An older man, short grey hair and an equally silver beard stood before the glass paneled wall as he observed his workers. A unique brand had been burned behind his ear, his hand touching it when a panic settled on the men below as they began calling for an evacuation. His dark eyes flashed to the door of his office, his hand reaching for the gun displayed on the desk before moving toward the open door.

He gasped suddenly, the gun ripped from his hand and returned to the desk, the clip emptied and the bullets lined neatly in a row beside it. "The enhanced, eh?" he chuckled, folding his arms as Pietro stood before him. "Strucker's prize pupils. A shame about his botched assassination though. Although I'd wager he saw it coming, he knew the world he was helping create."

Stepping from the shadows, Wanda frowned but held his gaze.

"Oh, you didn't know? Did you think you were special, that he took pity on you or something? Strucker wanted an army of your kind. You were Guinea pigs." He grinned. "This your first time intimidating someone? Because, I'm afraid, I'm not very intimidated."

"It may be their first time," a third voice joined, the windows freezing over, their breaths forming small clouds in the air. "But it isn't mine. You know what we want, Klaue."

Klaue lifted an eyebrow, a cocky smirk tugging at his lips as his eyes wandered down the woman in black. "Well, damn, Strucker talked about you, but I thought he was full of shit." He clapped his hands, reclining in his desk chair. "I'm sorry, while I would _love_ to entertain you, and I mean that, I only deal with the man in charge."

Frigid fingers wrapped around the arms of the chair, Icefall leaning down, her cold blue eyes inches from Klaue's. "There is no man in charge. So, if you only deal with the boss, you'll be dealing with me." She grinned coyly, his eyes darting from her face to her openly presented chest.

"While that is a lovely and _tempting_ offer," he said as he stood, forcing her to straighten and step back. "I _only_ deal with the man in charge, and I don't believe for a second that Strucker's little circus act is on its own."

A shadow rose outside the glass wall, glowing crimson eyes shining behind Klaue. With a loud crash, the glass shattered and a solid blow threw Klaue into the hall landing on his back. A looming metal figure stood over him, bowing so their faces nearly touched. "Like she said, there is no _man_ in charge, but since you insist, let's talk business."

Icefall's heels rang against the metal flooring, her grasp lifting him to his feet. "Now, about the vibranium."

Klaue pursed his lips, his gaze seething. "All right, yeah. I'll show you what I've got."

Shoulders taught, Klaue inhaled sharply through his nose, straightening his shirt before brushing his curls from his face. Leading them to the level below, he nodded to a large man standing against the wall, his thumbs tucked into the sides of a bullet proof vest. His brow furrowed, a slight nod and wary glance exchanged with Klaue, who nodded in return.

"This is everything I've got." Klaue slid the large metal door in the wall aside, a vault filled with vials of silver rock lining the inside. Rubbing his neck, Klaue continued, "It came at- great personal cost to me."

Ultron grinned, pulling a vial from within and tossing it to Icefall.

"Do be careful." Klaue's hands reached out before pulling back, nervously stroking his beard. "This stuff is worth billions."

"And now, so are you," Ultron replied, his head in the vault. "Don't worry, it's all in your-uh- dummy holdings? Black market finance is so weird."

A low chime rang from the guard's pocket, his mouth opening as he pulled a simple black phone out. Tilting the screen towards Klaue, the men exchanged glances, unable to contain the greedy smiles crossing their faces.

"As I always say, 'keep your friends rich and your enemies rich and wait to find out which is which'." Ultron turned his head to look at the men, stepping out with another vial.

Klaue's smile faded, his eyes wide as he turned to Ultron. "Stark. Stark used to say that to me." He tossed a glare at Icefall before turning back to the AI. "You're one of his. This was a setup."

"What!" Ultron shook his head, grabbing Klaue's wrist, the vial clattering to the floor. "You think I'm one of his? One of Stark's puppets?"

The guard pulled a gun from his belt, wincing as a red aura forced his hand down, the gun falling to the floor. Icefall moved beside him, a cold air flowing from her hand to his skin as her palm hovered over his throat. "Don't do anything you'll regret." Her eyes caught Wanda's stare, a red light swirling around her hands.

Ultron's voice raised, his free hand glowing red-hot, his grip on Klaue tightening. "Do I look like Iron Man to you? Stark is nothing!" Slicing his hand through the air in an attempt to control his anger, the sound of liquid splashing to the floor called his attention. Klaue staggered back, his arm severed at the elbow, his face pale and mouth open as he gasped for breath. "Oh, that was...I'm sorry...that was...you'll be fine, walk it off. I just get so- don't compare me to Stark!" His foot lifted, shoving Klaue down the next flight of stairs, Icefall throwing his guard after him. "Stark is a sickness, a disease!"

"Oh, don't say that, junior." A familiar voice came from behind them, rapid footfalls and soft thrusters echoing it. With a clang, the red and yellow suit of armor landed on the walkway, Thor and Captain America flanking him. "You're going to break your old man's heart."

Ultron glanced to either side, shrugging. "If I have to."

"Nobody needs to break anything," Thor said, his voice calm and even, his hand held out.

"Clearly you've never made an omelet." Ultron muttered, glancing behind him.

"One second, he beat me by one second." Iron Man turned to Thor who rolled his eyes unamused.

Pietro moved to stand beside Ultron, drawing attention to himself as Icefall slipped down the stairs. "You should be comfortable here, right, Mr. Stark?" His hand opened, gesturing to the weapons on the ground floor. "Like old times?"

"This was never my life, I shut it down once I knew whose hands the weapons were in."

Captain America took a step forward, his eyes flickering between the twins. "You can still walk away from this, all of you can-"

"Oh we will, don't worry about that." Wanda matched his movements.

Cap's eyes darted to the stairwell. "Where is she? Where's Aleah?"

A disgusted groan rolled from Ultron's metallic throat. "Captain America, God's righteous man. You pretend the world is so black and white, good and evil. You have this misguided hope that you can save everyone without fighting a single war. If I could throw up, I mean, I can't, but if I could-"

"If you believe in peace, then let us keep it." Thor interrupted.

"See, there you go again confusing peace with quiet," Ultron replied.

"Yea, okay," Iron Man claimed the attention once more, "How about you tell us what the vibranium is for?"

Ultron rolled his head across his shoulders, "Oh right, this was the designated time where I tell you my elaborate, evil plan." Twirling his wrist, the light on the back of his hand glowed, an invisible force pulling Iron Man forward, before thin lasers exploded from Ultron's finger tips, smashing Iron Man back into the wall.

Landing on the ground, Iron Man rocketed toward Ultron, the two meeting in the air, shoving and punching each other as their thrusters took them higher.

Thor readied his hammer and Cap raised his shield, their eyes trained on the twins.

"Watch your step." Pietro taunted, his lips pulled in an arrogant grin.

Answering his warning, a massive frozen stalagmite erupted from the level below, lodging in the wall above as it forced the Avengers apart. Tendrils of frozen mist slithered down the ice, Thor rising to his feet as a figure dropped to the ground.

"That was almost too easy." Icefall chuckled, her hands resting on her hips. "Are all the Avengers caught off-guard so easily?"

"I do not wish to harm you, Aleah," Thor spoke firmly, his hand clenched around Mjolnir's handle. "Do not do this."

Raising a hand, Icefall wiggled her fingers, small icicles forming in the air above her hand. "Well, if you don't want to fight me, that makes things easier, doesn't it?"

Thor's gaze hardened, his head tilting, welcoming the challenge. "I said I didn't _want_ to fight you, not that I wouldn't."

"You guys don't have to do this." Cap faced the twins, his shield ready. "I know you've been hurt, but there's a better way to fix this."

"Oh?" Wanda puckered her lips, her head tilted, "And what would that be? Forgive Tony Stark? Forgive the Avengers? You know nothing of our experiences."

Groaning, Pietro rolled his eyes, jogging in place, "Enough talking! We came here to fight!"

In a flash, Pietro vanished, Cap raising his shield in anticipation. A powerful force slammed against him, his feet sliding back but holding his ground. His eyes darted around, searching for any signs of movement. Another blow slammed Cap from behind, forcing him against the railing of the bridge. Turning on his heel, Cap swung his shield out, connecting with open air.

"You'll have to be faster than that," Pietro chuckled from behind him. "You know, I expected more of a challenge."

"Good to know." Cap grunted as he swung his shield behind him, the vibranium rattling when it connected with Pietro's jaw.

In one fluid motion, Cap turned, swinging at his stumbling opponent. Pietro gasped as the blow connected with his stomach, a third jab on the opposite side of his face.

The fourth blow halted mid-swing, red energy coiled around Cap's fist. Wanda's furious eyes shone red, her gaze flickering between her brother and the leader of the Avengers. "If you want my brother, you'll have to go through me," Wanda snarled.

"I had it under control." Pietro wiped the blood from the corner of his mouth.

"I wasn't going to stand here and watch you bleed, Pietro, now go find the others. I can handle this one." Wanda smiled as she threw her hand out, knocking Captain America onto his back.

"All right, all right." Pietro threw his arms at her, "For the record, I had him right where I wanted him."

Sounds of fighting echoed all around, distorted shapes of Icefall and Thor on the other side of the glacier.

"We don't have to be enemies," Cap panted as he rose to his feet. "Ultron is using you, all of you."

With a precise swipe, a wave of red crashed into Cap, knocking him down again. "We are right where we want to be."

Throwing his legs out, Cap lunged to his feet, shield up as he rushed forward. Wanda scowled, another low swipe sending a wave of energy toward him.

The metal bars supporting the walkways and bridge linking them creaked, the platform on which they stood, shifting. Cap gripped the railing, his gaze flickering to the fatal fall over the edge.

"Unlike my brother, I won't let you get close enough to harm me. You can't win, none of you can."

Cap shook his head. "We still have to try."

Thor swung his hammer, shattering the icy fragments flying from Icefall's hand. "Aleah, don't do this! We are not your enemy!"

Icefall's gaze darkened as she raised her arm. "Don't call me that." She snarled, sharpened points growing from the frigid spire behind her. "My name is Icefall."

"No, your name is Aleah. Maybe Hydra called you that, but that does not define you. You are not a weapon simply because you are powerful. If you don't choose it to be."

"Shut up!" Icefall roared, her head shaking as the frozen projectiles exploded toward Thor.

Lightning arced across Mjolnir's surface, curling and bending as Icefall's attack shattered. Thor opened his hand, the hammer racing for Icefall as small bolts of lightning clawed the air in every direction.

Icefall scoffed as she spun, her foot stomping the ground before she raised both hands. The metal floor froze over, a thick wall of ice rising to catch Thor's weapon. "Surely you can do better."

Mjolnir's electricity crackled as it reached the barricade, cracks spreading throughout the ice. Small splinters broke away, the lightning growing stronger as it breached the surface.

"What?" Icefall gasped, her shield shattering.

The bolt struck her chest first, the hammer following, throwing her against the wall of ice which separated them from the others. Icefall fell to the ground, her fingers curling into fists, a large crack in the frozen bulwark.

"Will you reconsider now?" Thor stood in the destroyed remnants of her barricade. "I know your strength is fighting from a distance, which is why you use projectiles. You are at a disadvantage here, with so little room to maneuver."

Icefall's eyes raised with a glare. "Are you sure about that?"

Lunging forward, she struck, a frozen blade splitting Thor's cheek. Her body turned, a second blade flashing as it reached for his throat.

Thor swung, his hammer ringing as the weapons collided. Icefall refused to lose momentum as she pushed off. She slashed again and Thor twisted to step behind her, slamming Mjolnir into her back, throwing her across the walkway.

Her body bounced before landing hard, rolling into the locked door at the end. Blood dripped from Icefall's lips, her hands pushing against the rusted metal beneath her. Her pale blue eyes burned with fury, her breaths hissing through clenched teeth. Her seething gaze remained on Thor. "This ends now. I'm done playing."

Icefall reached for Thor before pulling her hand back. The icy surface of the frozen spire behind him responded, a bludgeon springing into his back. Icefall's hand rose as Thor stumbled forward, a second pillar slamming into his stomach, lifting him into the air. She grinned as he cried out in pain, his hammer dropping from his grasp. Dropping her hand, a third column met Thor from the ceiling, sending him crashing into the side of the stalagmite, shattering it as he fell to the levels below.

Sharp movements on the bridge drew her eyes, a powerful blast from Wanda knocking Captain America over the side, his hand gripping the railing. Icefall watched his helmet fall from his face, his sapphire gaze catching her for only a moment.

 _You're safe here, Aleah._ A flash of Steve sitting beside her, a genuine smile illuminating his face.

Icefall's eyes darted to Wanda, her hand outstretched, a red aura dancing between her fingers. Heart pounding against her chest, Icefall raced toward them, her eyes wide and mouth open. In that moment, the mission, Ultron, The Avengers, all faded away. Nothing else mattered. Nothing except reaching the bridge in time.

Wanda gasped, Icefall's hand gripping her wrist, twisting her hand away and into her chest. "Back off," she growled through clenched teeth.

"What are you doing?" Wanda winced, her expression melting as their eyes met.

"Find someone else to play your mind tricks on." Icefall commanded, her hold tightening before pushing Wanda back.

Caressing her wrist, Wanda held Icefall's gaze before turning toward the stairs, quickly following her brother's path to the lower levels.

"Aleah?"

Icefall faced Steve, her hand reaching for his wrist. Why was she helping him? Why did she care what happened? He was the enemy, his death was the objective. Or it was. Hesitation gripped her, his pulse beating against her palm. The sensation resonated through her mind, the memory of the safety and comfort she felt when he held her, when his heart beat against her back washing over her. She felt her arm move without her command, lifting him back to the edge, allowing him to regain his footing.

"Leah, you saved my life," Steve whispered, his hand remaining on her arm. "And your eyes-"

"Hey! Who's side are you on?" Pietro's voice came from below, his arms cradling Wanda as he yanked an arrow from the surface of her forehead.

Shaking her head, Icefall pulled away. "Leave, now."

"No, wait, Leah-" Steve reached for her. "Come back with us."

"I said 'leave'!" She yelled, slamming her palm into his chest, knocking him back. Her voice dropped to a whisper as she stood before the vibranium vault peering at him from the corner of her eye. "Please, Steve. Leave."

"What the hell was that?" Pietro yelled when he spotted Icefall approaching. "You saved one of them? And nearly got my sister killed!"

"Pietro, I'm fine," Wanda groaned, rubbing the place on her head the arrow had latched to. "We finished the mission. She has the vibranium, Hulk is tearing the city apart. It worked."

"Watch your tone, Pietro." Icefall warned, setting the bag of vibranium viles down. "The Avengers aren't killers. Even if you had spilled their blood, they wouldn't have spilled yours."

Pietro sighed, his hands interlocked behind his head. "What now? Stark destroyed Ultron-"

"He only destroyed that body," Icefall interrupted, looking toward the smoke rising from the city in the distance. "Ultron will be waiting for us at the lab in Korea, we need to get moving."

Brushing the dust from her jacket, Wanda stood, leaning into Icefall. "He said your name, that's why you saved him, isn't it?"

"Don't. Stop trying to humanize me."

"I don't have to," Wanda smiled. "He did that when he said your name. Is that why you protected him?"

Icefall stepped back, turning away. "If he had fallen, he would have landed onto dozens of missile caches and I, for one, am not in the mood to be blown up today."

Chuckling, Wanda crossed her arms. "Then why were your eyes green, Aleah? I admit I don't understand why they changed, but I suspect it had something to do with the emotions you claim not to have."

Icefall's head rolled to the side, her blue gaze meeting Wanda's. She paused, her lips forming a thin line as she sighed. "Ultron is waiting for us, and I don't want to get botched at by a robot twice in one week."


	5. Shattering The Ice

The city of Seoul rested peacefully across the harbor, the busy hum of the multitudes drowned out by the peaceful lapping of the water on the shoreline. Small warehouses and overcrowded apartments lined the opposite side of the bay, the U-Gen genetics lab nestled on an island all its own. To anyone who had not witnessed its construction, the lab seemed to come from a time beyond the impoverished city. The pristine white building lined with rows of windows on every floor stood apart, extensions from the main structure spread to smaller areas on the water, the architecture a symbol of the ever-expanding research within.

Icefall leaned over the railing of the covered bridge linking the facilities, the sun shimmering off the water, reflecting in her blue eyes. Despite the time since Ultron activated her, she still could not recall her past. Mission reports, training, dossiers on targets all came with ease, but her past seemed sealed behind a locked door- a door that didn't want to open.

Swirling her fingers, she watched the surface of the water freeze and thaw, twist and spin dancing with her gestures. There was a peacefulness in the way it twirled, her own abilities enchanting her. As the surface of the water rippled, her head tilted, the reflection changing with the sunlight.

The world around Icefall faded, the modern city replaced by cobblestone streets and iron lamp posts. A young girl with dark brown hair pulled into a ponytail and shimmering emerald eyes stood across the street from a large palace. Distant music filled the air as cars lined the curb.

An elated smile pulled at the young girl's lips as she watched two well-groomed men in black tuxedos approach each car, escorting the elegantly dressed woman within to her feet.

The icy breeze tugged at the young girl's locks, but the music and laughter held her attention. Her foot slid forward, but she quickly stepped back, her hand curling against her chest. A newspaper wrapped around her leg before floating away with the breeze, her eyes catching only a small glimpse: " _1932"_.

"Are you lost, little one?" A woman's voice called to her from across the way, a German accent coating her words. "Come over here, it's all right!" Her rose-colored lips formed a brilliant smile as she waved the young girl over.

The child hesitated before closing the distance between them, her eyes darting from the woman's face to her diamond adorned neck. "I-" she twirled her fingers around themselves, keeping her hands close to her chest.

"Do not be afraid, little one. What is your name?" The woman's golden hair fell over her shoulder in neat waves as she knelt, her midnight blue gown sparkling in the light.

"Aleah," the girl whispered, her gaze falling to the ground.

"That is a beautiful name, Aleah." The woman's warm tone melted the unease in Aleah's stance. "Tell me, what are you doing out here alone? The streets can be dangerous in Vienna, especially at night."

Aleah opened her mouth to answer, but she got lost in the woman's kind demeanor and enchanting looks. "I heard the music," she whispered, her eyes raising for a moment. "I've always loved to dance, but I'm not allowed. Schmidt says it's a waste of time."

"Is he your Papa?"

Aleah shook her head. "Mama and Papa were killed when our village burned. Schmidt took me in."

The woman held a satin-gloved hand to Aleah. "Well, I don't see him here. Would you like to come in with me?"

"I can't go in. I don't have a pretty dress like you." She tugged at the simple cotton shirt hanging loosely over her torso.

A sad smile tugged at the woman's lips. Placing a gentle hand on either side of Aleah's face, the young woman held her gaze. "My darling, Aleah, don't you ever let the way you look, or dress define your beauty and don't you dare let anyone tell you what to think. If you want to be a princess and dance at the ball, then you can. If you want to be a fearsome warrior with the heart of a lion, you can. If you want to be a kind soul who fights for love, then choose it." She pressed her finger against Aleah's chest. "Your beauty is here, inside you. Nobody can ever take that away from you. You are who you choose to be."

A small gasp slipped from young Aleah, her dirt-covered face beaming.

"Aleah!" A stern male voice broke the silence, the flash of joy in her eyes disappearing behind a veil of submissive fear.

 _Aleah…_

 _-fall..._

 _Icefall…_

"Icefall!" Pietro's irritated tone rang beside her, his hand on her shoulder. "What, were you daydreaming? Come on, we have to go, Ultron is already inside."

Icefall shook her head, but the memory remained.

 _You are who you choose to be,_ the woman's words echoed. _Nobody can tell you different._

ii

The rolling green hills of the quiet countryside stretched for miles in every direction, a highlight against the pale blue sky above. A small farm house lay nestled behind the small grove of trees that swayed beneath the force of the Quinjet landing. The shaken and disheveled Avengers stepped out, Clint moving to the front of the group. Defeat weighed their movements, silence filling the walk to the small home.

"Where are we?" Tony asked, admiring the white railing that wrapped around the porch, rocking chairs placed in the far corner facing the horizon. "Safehouse of some kind?"

Opening the door, Clint ushered Nat through first before following, moving with relaxed familiarity. "Honey?" He called, glancing around the corner into the kitchen. "I'm home."

A middle-aged brunette rounded the corner, a beaming smile on her face as she slipped into Clint's open arm and kissing him lightly. With a welcoming glow, one arm slipped around Clint's back, the other resting on the generous swell of her raised stomach, she nodded to the group in the living room.

"An agent of some kind," Tony mumbled, his brow furrowing. "Deep, undercover...agent."

"This is Laura." Years seemed to fall from Clint's face as Laura leaned into him. "Laura, this is- everyone."

A pink hue filled her cheeks, her hand flicking in a quick wave. "I know all your names," she said with a chuckle.

Steve shifted, looking around the humble farmhouse. "Sorry to barge in on you like this-"

"Yeah, we were busy having no idea you existed." Tony interrupted, a thinly veiled attempt to hide his agitation.

Clint grinned, his eyes resting on his wife, "Fury helped me set this up when I joined. Totally off the grid and out of S.H.I.E.L.D's files."

Thunderous footsteps roared from the back of the house, excited squeals overlapping. Kneeling to the ground, Clint threw his arms open as two young children, a girl with braided pigtails and a younger boy burst into the room, nearly tackling him.

"These are...smaller agents." Tony tilted his head. "Right? They have to be. Barton doesn't have a family." His tone mirrored the shocked disbelief in his weary eyes. "Does he?"

"I cannot be here." Thor murmured before turning for the door.

"Wait, Thor." Steve followed him, the only one to hear the God of Thunder's remark. "Where are you going? We have to regroup, now is not the time to be going off on your own."

Looking to the sky, Thor spun his hammer at his side, the weapon increasing in speed with each rotation. "The answers I seek cannot be found here. While Aleah was saving you that witch was getting inside our minds." His lips formed a thin line, catching the accusation hiding in his words.

Steve looked down, his hands resting on his hips.

"I saw a vision, and I must pursue its meaning. I will return when I can."

Dust flew into the air as Thor took off, Steve waving his hands to keep the dirt from his face. He paused, the weight of their loss finally sinking in. Hulk's battle with Tony had nearly leveled the city, and the world blamed the Avengers, every government wanted Banner arrested, Ultron escaped with the vibranium, and they still had no idea what he planned to do with it. And Aleah? She was there, she broke through Ultron's control to save him, so why couldn't he save her? His fists clenched as a wave of helplessness washed over him. He couldn't save his best friend, he couldn't save Aleah, he couldn't even save himself. Why carry the shield if the only thing it brought him was loss?

An axe buried in a tree stump caught his eye and his muscles tensed. Manual labor was the perfect way to blow off the anger and frustration brewing within. Picking up a small log from the pile beside the stump, Steve swung his axe, cleaving his target in two. A small sense of relief fluttered through his chest and he swung again. With each log split, Steve felt pieces of the burden break, and it wasn't long before he gained a rhythm, the pile of split wood growing larger.

"You going to hog all that wood to yourself, or did you save me some?" Tony called, rolling up his sleeves as he picked up a second axe leaning against the porch.

Steve tossed a glance at him, but continued swinging.

"Thor didn't tell you where he was going?" Tony asked, placing his own log down and raising the axe.

"Nope." Steve grunted, sweat soaking through his gray t-shirt. "It seems my teammates have gotten into a habit of keeping secrets from me. I thought Thor would be the exception, but I guess I was wrong."

"Well, you seem none worse for wear."

"What's that supposed to mean?"

Tony squinted, flicking his head at Steve as he adjusted his grip on the handle. "I don't trust someone without a dark side."

Steve's brow dipped into a frown, "Maybe you haven't seen it yet."

"Or maybe you're hiding something too."

"Don't do that, Tony." Steve sliced through the log, the blade embedding into the stump beneath. "Don't go there."

Tony's shoulders raised in a shrug, "All I'm saying, is it doesn't exactly look good when the rest of the team gets their asses handed to them, but the bad guys save you. Doesn't exactly boost morale."

"She's not one of them!" The axe dropped from Steve's grasp before he reached for a log and pulled apart with his hands. "She's not- Ultron is controlling her. He is manipulating the brain washing Hydra subjected her to."

"Uh huh, and how do you know? Ultron said our destruction is something she would want if she could remember, so how do we know she wasn't a villain to begin with?"

Ripping another log in half, Steve's burning gaze turned to Tony. His sapphire eyes flashed with anger, his chest heaving with each breath. "Because she saved my life. If she was truly a villain, Ultron wouldn't have needed to activate her to gain her allegiance. She broke through, Tony, when she pulled me up. Her eyes were... _human_ , I saw emotion behind them; I saw fear. She is still in there and she is worth saving."

"All I'm trying to say-"

"No, you don't get to say anything, Tony. You don't get to tell me who is worth saving and who is worth fighting. The way I see it? Had you not been keeping secrets, Ultron would never have been created in the first place." Steve ran his fingers through his hair, closing his eyes as he scoffed. "Earth's mightiest heroes and we were picked apart like cotton candy."

Tony's eyes narrowed before returning to his stump. "You do realize this is what Ultron wants, right? He wants to tear us apart. He wants _us_ to tear ourselves apart."

"You would know." Steve turned to face the trees, breathing deeply. "Every time someone tries to win a war before it starts, innocent people are caught in the crossfire. Every time." He turned once more, his stare past Tony, toward the barn. "Looks like Mrs. Barton needs you. You should go see what she needs, I can finish this."

ii

Icefall wandered around the lab while Dr. Helen Cho plugged various cables into the back of Ultron's neck, connecting him to the large metal coffin beside them. Her eyes shimmered a brilliant cerulean, matching the glow of Loki's scepter. Three sentries stood watch as Helen worked, Ultron sitting with his hands beneath his chin, his eyes forward, contemplative.

The scientists watched Icefall, their eyes wide with fear, their tongues not daring to wag. Her boots clicked against the marble tile, the ice spikes wrapping around her legs and shoulders casting colored shadows along the walls and floor.

"You wanted all that vibranium for this?" Icefall raised a questioning eyebrow as she approached the cradle. "All that effort to look more- human?" Her voice tempted mockery as her gaze explored the silhouette within.

"My dear, Icefall, you're thinking too small. With this body, I won't be human, I will be _unstoppable._ This is my dream, my _vision_."

"I can feel him now." Wanda entered the room with Pietro, her lips pulling into a grin as her eyes sparkled with intrigue. "I can see his thoughts. He is dreaming."

"I wouldn't call it dreaming," Dr. Cho replied, her fingers gliding across the holographic screen behind Ultron. "We are uploading Ultron's base consciousness. It's all data noise."

Ultron held his hand toward Wanda, leaning forward as she placed her fingers on the lid. "Oh, I wouldn't-"

With a pained scream, Wanda stumbled back, collapsing into her brother's arms. Her hands trembled as she her eyes widened.

"See, I tried to tell you not to look."

"He will destroy us," she turned to Icefall, leaning against the back wall of the room. "All of us, not just the Avengers. He lied." She stood, facing Ultron. "How could you?"

Ultron rolled his head across his shoulders, rising to his full height. "Oh, come on, you didn't seriously believe we would stop with the Avengers? Our goal is to make a better world, and that's exactly what I plan to do."

"By killing everyone?" Pietro snapped, hugging Wanda against his chest.

"I will give humanity every chance to improve."

Pietro's lips curled into a snarl. "And if they don't? What then?"

"Ask Noah." Ultron replied before throwing his hand in the air. "There have been over a dozen extinction-level events before even the dinosaurs disappeared. Look at history, every time the Earth settles, God chucks a stone at it." His crimson eyes narrowed as he leaned forward. "And believe me, He's winding up."

Keeping her hands tucked against her side, Wanda twirled her fingers, a red aura flickering toward Dr. Cho, the blue glow fading as her eyes returned to their normal brown. She blinked rapidly as she scanned the screens on the cradle.

"You're a mad man." Pietro shook his head, remaining between the machine and his sister.

"Sir," Icefall straightened as a monitor beside her dinged, her eyes raised toward the roof. "We have company."

"The Quinjet. Of course." He looked to Helen. "We have to move. We can't let them intervene, not now."

"That won't be a problem." Reaching for the control panel, Dr. Cho slammed her hand into the control panel, halting the upload.

Rolling her eyes as a frozen blade formed in her palm, Icefall thrust her hand forward. "That was foolish," she growled as blood stained the doctor's white coat.

Reacting to Icefall's movements, Ultron's sentries opened fire on the remaining technicians, blood spattering the white walls. Pietro scooped Wanda into his arms, using the chaos to escape.

"No, no! Come on, that was completely unnecessary, guys." Ultron ran has hands over his head. "I mean, I was going to shoot her, but you beat me to it, Icefall. At least I still have you." He leaned over the cradle, his hand resting on the lid for a moment. "I'll be vulnerable while the upload finishes. I need you to protect me and this body." Lowering his voice, he added, "I need a little more time."

Icefall leaned Dr. Cho against the wall, the blade disappearing, changing to snow. "Of course, Sir."

"I mean it, Icefall. No heroics this time. If you have a chance to kill one of the Avengers, you take it."

Icefall's eyes hardened, her fists clenched as the AI removed the plug from his neck. A hand gripped the Kevlar armor on her leg, Helen's pleading gaze causing her to pause.

"I saw you that night, at the party. Please-" she winced, her hand pressed against the wound. "Don't do this. The Avengers...saw something in you. That's why...they saved you."

Head tilted to the side, Icefall crouched, her face inches from the doctor's. Her azure eyes cold and empty. "You know nothing about me, and neither do they."

"You're not a killer, not like him." Helen swallowed hard, her body going rigid.

"Leave her!" Ultron's anger radiated in his tone, his voice echoing through the empty room. "We need to go, now. Get to the truck and get moving."

 _You're not a killer._ The words fluttered through Icefall's thoughts as she watched the sentries load the cradle into a mid-sized trailer, her back pressed against the cold steel wall. _Not like him._ She _was_ like Ultron though. They both wanted to see the Avengers fall, to bring peace to the world. Or was that _his_ goal, and she was made to believe it was hers as well? The harder Icefall tried to think, the more unclear her thoughts became. Sharp, burning sensations ebbed in the back of her skull, the intensity increasing the more she tried to focus.

She placed a hand on the cradle, steadying herself as the truck pulled away. The dark interior hid her pained stance, save for the illumination from the cradle and Ultron himself.

"If they catch up, and I'm expecting them to, I want you to do whatever it takes to protect this," Ultron spoke from beside her.

His voice echoed in her mind, muffled behind the ringing in her ears.

"Icefall!"

The command pulled her to attention, straightening as she faced him. "Yes, Sir. Understood."

A loud thump rang from the roof of the trailer, footfalls moving toward the back. Ultron's eyes darted toward the sound, his head shaking as he backed away. "No, no, no." His voice raised, his hand thrust forward as red beams erupted from his fingertips, blasting the door open. "Leave me alone!" Whipping toward Icefall, Ultron held his finger toward the opening. Captain America struggled to grip the door, the base the only remaining attachment. "Take care of this!"

With a sideways nod, Icefall opened her hands, an aura of frost dancing in her palms. She stepped to the edge of the trailer, kneeling when she saw him. "Have you not learned your lesson, Captain?"

Clutching to the metal door with sparks flying behind him, Captain America lifted his head to meet her gaze. "I have a tendency to be stubborn." He paused, glancing to the interior. "I don't want-"

Icefall rolled her eyes as she flicked her wrist, a wave of cold breaking one hinge on the door and sending it sideways. "Let me guess? You don't want to hurt me, you don't want to fight me, you want to save me?" She lifted her hand, spreading her fingers. "Maybe you should worry about saving yourself, first."

With a twitch of her hand, ice erupted from the edge of the truck, severing the door and throwing Cap into the car behind them. She glanced to Ultron before leaping from the truck. The surrounding air swirled with snow, the space between her feet and the ground freezing, forming an icy ramp slowing her decent. "You must fight me, Captain, if you want to live."

"Fine." Cap shook his head, "If that's what it'll take, we'll fight." Rolling his shoulders, he entered a defensive stance. "For the record, I never wanted it this way."

A light flickered in her eyes, a grin flashing across her face before she spun, throwing her arms forward. Shards of ice surrounded her before rocketing toward him.

Icefall watched his raised shield, Cap charged forward, the frigid attack shattering as it crashed into him. Icefall smirked, pulling her hand up to create sharpened spires angled toward him. Pushing her other hand out, the pointed icicles launched forward, forcing Cap into the air.

The sunlight glistened off the shield as he landed within arm's reach of his opponent. Using his momentum, Cap carved his weapon through the air, narrowly missing as he forced her back. Icefall grunted as she lost ground. A pained cry erupted as the vibranium crashed into her jaw, sending her rolling across the concrete.

"So he _can_ hit," she taunted, pushing herself upright. Darkness covered her frigid gaze, her hands lifting as Cap raced toward her. "Enjoy it. That's the only one you'll get."

Frozen tendrils rose from the ground, writhing beneath her palms as though they had a life of their own. She snarled as she threw her hands forward, the ground splitting with jagged spires bursting forth to intercept him.

Gripping his shield, Cap hurled it forward, the metal disc slicing through the attack unhindered and aimed for her. "I'm tougher than I look."

Icefall lifted a hand, palm to the heavens as her foot slid back to brace herself. A frozen barricade rose to intercept the attack, the shield splintering the ice as it lodged into the thick barrier. Eyes widening, Icefall watched the edge break through, stopping inches shy of her. Movement behind the ice caught her attention too late, Captain America's heel already forcing the shield the rest of the way through, obliterating the glacial defense.

Blood spattered the ice as it shattered, the assault slicing Icefall's brow as it knocked her back. She growled, the red color dripping into her eyes. "You'll pay for that." She wiped the blood with the back of her hand, murder in her eyes.

With a furious roar, she lunged to her feet, throwing her fist out as Cap leaned away. Another swipe with no connection before she leaned back, her foot raised in a powerful kick. The metal rang as it countered her attack but did little to slow her down. Cap tried to push her back, but she turned, grounding herself. Thrusting her palm out, a frozen barrage sprayed through the air, catching his shoulder and cheek.

"You underestimate me," she said as she followed on his recoil, kicking his shield from his hand. "You're holding back!" Anger coated her raised tone as she lifted her heel again, connecting with his jaw, Cap reeling as he struggled to maintain his balance. "And for what?"

"Aleah, please," he panted as he wiped the blood from his lips. "It doesn't have to be like this."

"No!" She threw her fist into his chest, knocking him to the ground.

Cap grimaced as he held the point of impact. "Aleah," he coughed, blood oozing from the split in his lip as he pushed himself on his feet.

"Why?" She yelled, marching to him. "Why are you so insistent on calling me that? Why do you act like I'm someone worth saving?" Her voice raised to hide the tremble beneath it. A dozen crystal blades formed above her head, aimed for her opponent, her eyes holding his gaze. "I am your enemy, damn it. I am your enemy, and I will kill you!"

"Are you sure?" He forced a smile through his soft wheezing, his compassionate gaze unwaivering as his hand held his ribs. Turning his head and stepping aside, his eyes fell to the pointed spike behind him. "Because I don't think you will. I don't think you _want_ to. I think you're being used and manipulated and deep down you know this isn't right." Lifting a hand, he unclasped his helmet, allowing it to fall to the ground. "You're strong, Leah. I didn't need three days to see that. You fought Ultron's control in South Africa, and you can fight it here, too. You're stronger than this, stronger than _him_."

"No." Her voice cracked as her fingers curled into a fist. "You don't know- you don't know me. I can't-"

"Leah, if you wanted me dead, you would have killed me already. You're a fighter, I've seen it in you. So, fight, fight back!"

Icefall glared at the vulnerable Captain America before her. Something told her to finish him, but something stronger argued against it. _Why_ should she kill him? _Why_ did she obey? Stabbing, burning pains crawled up the back of her neck, targeting the base of her skull. Her thoughts clouded, and her vision blurred as she tried to understand what _she_ wanted.

Suddenly Icefall's lips curled into an agonized snarl, her jaw clenched. Tears formed in the corner of her eyes before she fell to her knees, a blood-curdling scream ripping from her throat. "It hurts! It hurts!" She screeched, her hands clutching her head as she drew out the words.

The ground beneath her froze, icicles rising, aimed out, forming a protective barrier around her. The burning sensation erupted from the base of her skull, spreading like fire as it raced through her head. Her mouth opened, her lungs screamed, but she heard only ringing as her vision went white.

 _What do you mean it's not working?_ Strucker's voice ripped through her thoughts, the German accent evoking a deep and forgotten hatred.

 _The conditioning won't take to her the way it did the others. Her memories are too easily triggered._ A second, smaller voice answered.

 _She is no good to us if she is allowed to think for herself! We were lucky to get the two of them back as it is, I will not risk another escape! Freeze her until you can overcome your incompetence, Dr. Jurgen. I will see to her partner._

With a gasp, Aleah's eyes snapped open, the ice surrounding her bursting into soft flakes of snow. Her white hair washed into dark brown, her pale blue eyes fading to a shimmering emerald. The pain vanished, and the sounds of the highway below returned.

"Aleah?" Cap shifted forward.

Her head snapped up, her green eyes meeting his. A single tear slipped down her cheek as she fell to her hands and knees. Silent relief washed over her and the frost coating her flesh melted away. She wanted to look at him, but hesitated, afraid of what he thought of her. What if he hated her? "How did you- why did- I could have killed you."

"But you didn't." He smiled. "I knew you could break through, you just needed a little push."

The kindness in his tone weakened the will holding her flood of tears, another streak slipping from the corner of her eye. Blinking rapidly, her head lifted, meeting his gaze where she found no condemnation, but rather a warm grin and a hand held out. Her breaths came in short gasps, tears threatening to break through as she reached for him. "Thank you, Steve Rogers. Thank you."


	6. A Vision of Memories

_Cap? Come in, Cap!_

Nat's voice rang in Steve's com, pulling him back to reality.

"I'm here, what is it?" He held two fingers against his ear, turning from Leah.

 _Package is airborne and I'm securing it for transport. Ultron's loose and headed your way._

"Nat's here?" Aleah lifted her head. "Are all the Avengers with you?"

Steve cocked his head, one finger remaining on the com unit in his ear while his eyes flashed to her. "You heard that?"

"Well now, isn't this a sight to see." Ultron's voice came from behind Aleah, his metal frame dropping to the cracked and broken concrete. "The righteous hero saves the damsel from the depths of her own mind. How sickeningly poetic."

"You've lost, Ultron." Steve stepped beside Aleah. "We have the cradle and your allies left you, it's over."

A snarl crossed the AI's metal face, his crimson eyes darkening. "Such confidence you have. It's repulsive." His face twisted in disgust. "Take away my friends and I take away yours. Amazing how three little words give someone such power."

Aleah's eyes widened, her hair fading white as a frozen javelin formed in her hand. "No! You won't control me again!"

Sparks flew as the weapon lodged itself in Ultron's throat, metal gears grinding against each other. He clawed at the weapon, his mouth open, white noise ushered from his metallic maw.

"You think you're perfect because you're a machine, but you forgot one thing." Frost swirled around her arms. "Humans don't like being controlled." Thrusting her arms forward, a blast of frigid energy rushed toward him, smashing Ultron against a small car.

The same white noise screeched again as gears hissed and whirred. The javelin bowed before shattering, Ultron's murderous gaze locked on her. Thrusters burned from his heels and shoulders, his fist pulled back, rocketing toward Leah.

The sound of metal clashing with metal nearly overpowered the sound of the rushing train moving beside the highway. Steve's shield absorbed the impact as he jumped between Ultron and Leah, the force from Ultron's punch sending him back and into the woman he aimed to protect.

Leah's eyes closed as the impact knocked the breath from her lungs, an involuntary groan slipping from her. The shock of their collision dulled behind the pain of her body catapulting through the side of the moving train car, the empty seats catching her while Steve landed in the aisle. Pain radiated through Leah's body as her head spun and her vision struggled to focus. Her hand moved to the side of her head, stopping when she felt the warm, wet substance in her hair.

The spinning interior of the train slowed, and the muffled sounds of a struggle cleared. Leah blinked rapidly as she looked toward the sound of Ultron's fist smashing against Steve's shield. She gasped when Ultron's punch ducked beneath Steve's defense, landing a firm hit against his ribs.

"Hey, trash heap!" Leah jeered as she gripped the top of the seats on either side, frost spreading across the fabric as she stood. "Is that the best you can do?" She licked the blood from the corner of her mouth. "I'm disappointed."

Ultron whipped around, one final swing knocking Steve into the front corner of the car. Sparks flickered from the hole in his neck, another failed attempt to speak.

"Sorry, didn't quite catch that. I think you have something in your throat."

Lasers fired from the tips of Ultron's raised hand; instinct took control, Aleah's self-preservation raising a shield of ice before impact, her arms folding over her face. The frozen defense shattered as the beams pushed forward, taking her with them.

Aleah cried out as she slammed into the back door; broken glass fell all around as her body dropped to the floor. Ultron's metal form marched toward her, his hand extended and reaching for her throat.

"Keep your hands off her." Wanda commanded from behind him, the guard rails meant for luggage above bending under a red aura to block his path.

"Wanda?" Leah wiped the blood from her eyes, a half smile crossing her expression when she saw the twins behind Ultron. "You came back? Both of you?"

"He gave us little choice," Pietro shrugged. "Now are you going to sit there or are you going to help?"

Clicks and whirs accompanied the seething anger in Ultron's eyes. With a flick of his hand, a molten beam shot past them and through the front of the train, his challenging gaze falling to Leah as he leapt from the hole in the side of the car.

"Are you all right?" Wanda asked, making her way to Leah.

Leah nodded, accepting Wanda's outstretched hand. "Thank you. You saved my life."

"I hate to interrupt, but we have a problem!" Steve's voice barely resonated above the roaring wind moving through the train.

Leah and the twins turned, their complexions turning pale as they saw the damage Ultron had done. Through the massive hole and scorched metal lay the body of the conductor, the control panel burned beyond repair and the front of the train all but gone.

Heart hammering against her chest, Leah moved through the car to stand beside Steve. Short breaths huffed from her lips as panic tightened her chest. "Shit."

Through the shattered window, the end of the tracks raced toward them, the train refusing to slow. Bystanders leapt aside, shouting and waving as the train barreled toward the warehouses.

"If you have the package, Barton, get it to Stark!" Steve held his hand against his ear, his head turned away.

Leah tried to speak, but the train left the tracks and crashed into the concrete before the first word. The remains of the wall separating the cabin from the passengers caught her, her feet managing to maintain her balance. A storm of panic and doubt raged within Leah's chest as she turned her back to look for the twins. If they didn't stop the train in time, it would kill them all, and many others. Ultron would win and that enraged her.

"Look out!" Steve shoved her aside, lifting his shield as the train smashed into a brick warehouse, the structure doing little to hinder its path.

"Steve!" Leah shielded her face as debris flew through the cabin, sending Steve tumbling toward the back of the car.

Remaining on her hands and knees, Leah watched Steve return to his feet as though nothing happened. She couldn't help but respect his resilience. "We have to slow this thing down!" She looked up, Steve nodding in agreement.

Beyond the warehouse district lay the open market; a narrow street and hundreds of people with nowhere to run. Steve's sapphire eyes flickered to Leah before he faced the twins, his words directed to Pietro. "The civilians in our path."

Pietro nodded, understanding Steve's intent before disappearing through the opening Leah's body created earlier.

"Can the two of you use your powers to stop this thing?" Steve's head swiveled between Leah and Wanda.

Wanda's eyebrows drew together, determination forcing her lips into a thin line.

"We can!" Leah called, holding Wanda's resolute stare. "We _will_ stop this thing."

With a slight nod, Wanda shoved her hands down, her eyes burning with undaunted courage. The train lurched as red light spread from her extended hands, enveloping the floor and reaching for the wheels below.

Leah stood on the edge of the melted console, her hands slamming against what was left of the controls. Ice unfurled from her palms, clawing for the outside. "Hold on to something!" As she yelled, two frozen spires erupted from the exterior base of the windshield, their pointed ends breaking into the ground ahead of the train.

Jaw clenched, Leah leaned into the console, the ice growing thicker, the added resistance, combined with Wanda's powers, slowing them down while the people in their path disappeared, moved aside by an unseen force.

Relief flooded through the train as it finally slowed to a halt, Leah releasing the breath she didn't realize she had been holding. The passengers in the train cars behind them poured through the doors, eager to set foot on solid ground.

"Are you all right?" Wanda crouched beside Pietro as his legs buckled, his chest heaving.

"I'm all right," he panted. "I just need a minute."

"I'm tempted not to give you one." Steve stepped from the train and stood before them. "Last time we met, you worked _for_ Ultron, now you're fighting against him? What's your game?"

Wanda moved between Steve and her brother. "We did not know what Ultron planned in the beginning. He promised us retribution, not obliteration."

"But he was using us." Pietro interjected, his eyes moving to Aleah, her hair and eyes returning to normal. "All of us, and we see that now."

"Did you get the cradle?" Wanda redirected.

Steve nodded. "It's on its way to Stark now, he'll take care of it."

"Stark?" Wanda's eyes widened, her mouth open. "You gave it to Tony Stark?"

"If anyone can figure out what Ultron-"

"Tony Stark _created_ this mess. He will do anything to try to fix it." Wanda's voice trembled, her pleading gaze locked on the Avenger before her. "Ultron cannot tell the difference between saving the world and destroying it. Where do you think he gets that?"

Steve paused before turning away, his hand raised to his comm unit. "Stark? Stark do you copy?"

"He won't answer you." Wanda took another step forward. "Because he knows you'll stop him."

"We need to get to New York." Steve's face twisted in frustration, his hands brushing over his head. "Barton's got the Quinjet, we'll never get back in time."

A coy smile spread across Leah's face, her finger raising in the air. "Actually, I may be able to help with that." All eyes turned to her as she continued. "U-gen has its own private aircraft, I saw the hangar on the way in. It may not be as fast as the Avengers' jet, but it will get us where we need to go."

"And I supposed you know how to fly it?" Pietro raised an eyebrow.

"Don't ask me why, but I think I do."

ii

"Get comfy, we're going to be here for a while." Leah spoke into the headset as she flipped the last set of switches on the control panel, relaxing in the soft pilot's chair.

A gentle knock preceded the opening of the cabin door, Pietro stepping inside. "You mind if I join you?"

"I guess that depends on what you want." Leah chuckled softly, her peripheral vision catching him sit in the seat beside her.

Pietro sighed as his eyes wandered over the flashing lights and screens. "I know why my sister and I turned against Ultron, but what made you? Your boyfriend back there finally changed your mind?"

A flash of heat filled Leah's cheeks. "He's not my boyfriend."

"Whatever you say." Pietro chuckled, raising his hands.

"Ultron- I was never fighting for him willingly." Her chair swiveled to face him. "He found something about me, learned a way to control me that I didn't even know existed. Three words and he forced my compliance."

"Strucker brainwashed you and Ultron found the trigger?"

Leah's mouth opened and closed, her head tilting as she fought a grin. "Yeah, actually. I mean, I don't think it was Strucker who messed with my head, at least not at first. But he knew about it."

"You sound impressed." Pietro glanced away, looking to his hands as he leaned forward.

"A little, actually."

"Strucker tried to do the same with us, 'obsequious protocol' is what he called it." He smirked at the memory. "We didn't realize that was a fancy term for obedience. We trusted Strucker, we had no reason not to. They put me in this machine, connected wires to my head, everything." His hands moved to his brow, his eyes remaining on the ground. "I remember pain then _emptiness_. It felt like a dream, like my mind and body were separate."

"They conditioned you?"

"For a very short time, yes. They tried the same thing on my sister, but her powers-" he frowned, and his eyes widened as his hands pulled apart, the growl in his throat mimicking an explosion. "Gone. Pieces of metal everywhere, people killed, but my sister stood there, unscathed."

"How did you get your memories back?" Leah faced him, enthralled with his words.

"Wanda." He smiled. "She used her powers to get inside my mind and remove whatever the machine did to me."

Leah sighed, falling back against her chair. She paused, her eyes distant as she processed his story. "I used to believe in HYDRA- or at least, I must have. That's not the HYDRA I remember. I can't believe that I would have helped them, but I remember mission reports, assassinations. What changed?" She rubbed her hands over her face. "Sometimes I hate not being able to remember anything."

Pietro shrugged. "HYDRA, Ultron, The Avengers, they all believe in something and they all think their belief is right. I don't care about that." He leaned back in the leather chair. "I care about what I believe and what my sister believes."

"And what do you believe?"

"Right now? Not letting Tony Stark's crazy robot destroy the world." He chuckled, his usual hardened demeanor softening. "I like living."

A snicker broke through Leah's serious expression. "That's a pretty good belief."

"Don't worry about your memory, it will come to you in time, and then you can figure the rest out." Closing his eyes, he placed his hands behind his head, fingers interlocked. "Oh, and brunette is a good color for you, by the way."

ii

Leah shifted in her seat as the dispersing clouds brought the Avengers Tower into view. The city lights below brought a sense of familiarity, but also unease. Flashes of the night Ultron was created played in her mind, the memory of those three words causing her grip to tighten. Nat wrote her off so fast, she tried to shoot her, and the others? They barely knew her. They had no reason to trust her. Steve had no reason to trust her either. Was this a trap? Was she flying into her next prison? Leah's heart raced, the pounding echoing in her head when a gentle hand brushed against her shoulder.

"The landing dock is just ahead." Steve's soft voice beside her brought her back, his arm moving to the top of the chair.

"I shouldn't be here," she whispered, adjusting her course. "I need to-"

"Don't worry," Steve flashed a reassuring grin. "We need all the help we can get to face Ultron. If the three of you are willing to help, I won't turn it down, and I won't let them turn it down either."

Near silence filled the cabin as Leah landed the aircraft, Pietro's soft snoring interrupted as he startled awake. "Are we here already?"

"Yes, and we need to be ready for anything. We have no idea what's going on with the cradle," Steve replied, steadying himself as Leah landed.

Rapid footfalls echoed through the hangar as Leah and the twins followed Steve into the tower. She held her lip between her teeth, steeling herself, preparing for the worst.

"What's the plan?" Pietro asked as they entered the elevator, the doors closing behind them.

"Pray we're not too late." Wanda shifted as she watched the floor numbers descend.

"Coding tower is at ninety-seven percent." Banner's voice echoed from down the hall as the elevator doors opened. "You have _got_ to upload that schematic in the next three minutes, Tony."

"They've already started!" Wanda gasped as they ran to the lab.

Through the glass paneled walls, Leah saw Stark and Banner standing at different monitors on opposite sides of the room. In the center of the lab was the cradle, Ultron's perfect form still inside.

"I'm only going to say this once." Steve stepped through the doorway, his voice commanding attention.

"Better idea, how about 'none-ce'?" Stark responded, his eyes glancing away from his screen.

"You don't know what you're doing." Steve stepped forward, his level tone nearly hiding the anger and disappointment beneath his words.

Moving between Steve and the cradle, Banner folded his arms. "And you do? Are you sure _she's_ not in your head? Or _she's_ not playing you?" His hand moved, gesturing first to Wanda then Leah.

Wanda moved beside Steve. "I know you're angry, and you have every right to be-"

"Oh, we are way past angry." Banner scoffed. "I could choke the life out of you and never change a shade."

Leah's eyes flickered blue as she exchanged glances with Pietro. Voices rose and overlapped with the rising tension, each side adamant as they argued their position.

The voices ceased as sparks flew and hoses detached, the cradle powering down. Pietro stood beside Banner with the power adapter in his hand, his defiant eyes unwavering under Banner's glare. "Go on, you were saying?"

Before Banner has time to react or even register the speed with which Pietro severed the connections, a gunshot echoed from below. The glass floor beneath Pietro's feet shattered, dropping him to the level beneath where Clint waited.

Tony's eyes widened. "I'm rerouting the upload!" He turned to computer behind him, the screens flashing the same message: _POWER LOSS CRITICAL_.

With a snarl, Steve threw his arm out, his shield ricocheting around the room as it collided with several machines attached to the cradle.

Tony ducked his head, hand held out as his red gauntlet latched to his palm. Spinning toward Steve, the center of the gauntlet glowed white, a high-pitched whine accompanying the short beam.

Green eyes melted blue as Leah watched Steve slide across the floor. Her eyes narrowed, her hands thrust forward, launching and icy blast from her palms. "Don't start something you can't win!"

Tony's back plate slammed against him, the metal wrapping around his shoulders in time to block her attack. He faced her, jaw clenched as another beam launched from his hand.

Throwing her arms up, Leah formed a barrier of ice to block the projectile. The ice shattered, and her face dipped into a snarl before releasing another frozen burst from her palms.

Ice wrapped around Tony's arm, his chest plate now latching to his body as he struggled to break his hand free. His face paled and eyes widened as he turned toward the sound of movement beside him; Steve lunged forward, fist pulled back and poised to strike. Another blast discharged from the suit, this time from Tony's chest as Steve's blow landed, sending both men across the room in opposite directions.

With Tony distracted, Banner took advantage of the commotion, moving behind Wanda. Wrapping one arm around her neck, he grabbed her wrist with his other, his cheek against the side of her head. "Go ahead, piss me off," he threatened.

Leah's eyes flickered to Wanda struggling against Banner's hold. "Wanda!"

The scarlet witch shut her eyes for a moment before her lips curled into a snarl, a red aura swirling around her free hand. Without hesitation she slammed her palm against her chest, the blast radiating through her body and forcing Banner back. Eyes glowing red, she turned to face him, her power dancing across her fingertips.

With both sides engaged, another figure raced through the room, nearly unseen, before leaping on top of the cradle.

"Thor?" Steve rolled to his feet. "What are you-"

Without a word, Thor raised his hammer, arcs of lightning curling around the weapon and crawling up his arm. He glanced around the room before aiming Mjolnir down, inches away from the cradle as lightning enveloped the machine.

Monitors beeped and more sparks flew, alarms sounding from nearly every operational monitor before the cradle exploded and threw Thor to the ground. A red figure, humanoid in appearance with muscles outlined in silver, rose from the fog pouring from the cradle's interior. A yellow gem glimmered from his forehead, his blue eyes connecting with each person present before resting on the God of Thunder.

No warning uttered, the being launched for Thor. The two connected, Thor using his attacker's momentum to throw him forward, toward the windows overlooking New York City.

Ice swirled around Aleah and Steve grabbed his shield as they watched the figure stop at the glass pane with precise control. Holding a hand out, Thor stood between them, a silent request for a pause.

"My apologies." The red figure turned, gliding to the ground to stand before them. "This is- strange." His body faded, dark clothing appearing with a golden cape dropping from his shoulders. "Thank you."

Quiet anticipation hung in the air as the group gathered around, Pietro and Clint joining them in the unspoken truce.

"Thor? You helped make this?" Steve frowned, his tone disappointed.

"What do we do now?" Aleah whispered, her appearance returning to normal.

Placing his hammer down, Thor turned to face them. "I've had a vision. A whirlpool that sucks in all hope of life, with _that_ in the center." His finger aimed at the golden gem. "The mind stone. One of six infinity stones, the greatest power in the universe with destructive capabilities unparalleled."

"Then why the hell would you bring it here?" Leah crossed her arms.

"Because Stark is right."

Color drained from every face, Banner pulling his glasses off as his jaw went slack. "Well, that settles it. We are definitely in the end times if Thor thinks Tony's right."

"The Avengers cannot defeat Ultron." Thor stated, taking a step forward.

"Not alone." The red man interjected.

Leah cocked her head as her nose wrinkled. "Is it me or does he sound familiar?"

"He sounds like Jarvis." Steve agreed.

Tony stuttered, stepping toward the creation. "We reconfigured Jarvis's matrix to create something new, but-" his voice trailed away as his eyes appraised the being.

"I am not a child of Ultron." The man looked to his hands. "But I am not Jarvis either. I am… Vision."

With urgency seeping into his tone, Thor gestured to the twins. "Their powers, the things she made us see, Ultron- they're all a result of the mind stone."

"What about her?" Tony nodded to Leah. "Elsa over there get her powers from the stone too?"

Clint stifled a snicker as Leah frowned.

Vision studied her for a moment. "You have lost much. I do not expect you would remember how you came to be."

"You have a name, but do you have a side?" Pietro entered the conversation. "Everyone keeps talking about the stone, but nobody bothers to ask who you plan to fight for."

"I am on the side of life." Vision walked around the circle formed by those in the room. "I do not wish to see Ultron dead, but he has allowed his pain to infect this world. He is determined to end it all, and for that reason, he must be destroyed; every trace on the internet, every form he has built, and we must act now." He straightened. "We must do it together, not one of us can do it without the others."

"So, what's the plan? We don't even know where he is." Banner stated, running his fingers through his hair.

"Sokovia. He's got Nat there too." Clint spoke, the group turning to him as though they had forgotten he was there. "When she got the cradle to the Quinjet, Ultron grabbed her. I pieced together a few clues she left behind to find her."

"Then we must waste no time. We need to act now." Vision turned, lifting Mjolnir with ease before handing it to Thor.

The god's mouth hung open, his stunned gaze darting between his hammer and the one holding it. He could only nod as his hand wrapped around the hilt.

"Great, so let's get moving." Tony clapped his hands together, his armor releasing and returning whence it came. "Everyone in here on board? Ready to go risk our lives to fight a homicidal robot bent on human extinction?"

"If you mean 'ready for some payback', I'm definitely game." Leah held a hand up, ice swirling in her palm.

Steve turned to her, his brow curved up as he sighed. "You're too much of a risk, Leah. Ultron knows how to control you, it would be too dangerous and put us all at risk."

Leah blinked rapidly, her eyebrows raised, a scoff escaping her lips as she turned away. "That's what I get for trying to help."

"Why don't you try to fix her head, the way you did mine?" Pietro suggested, tapping his sister with the back of his hand.

Wanda flashed a disapproving glare at her brother. "Perhaps because it nearly killed you?"

"Wanda." Aleah crossed the distance between them. "Would you be willing to try? If I can get my memories back, be free of worrying about anyone using me like Ultron? I'm willing to take the risk."

Concern reflected in Wanda's eyes, her lips pursed as she considered the request. "I've only done it once. There's no guarantee it won't kill you, or worse. Pietro's mind was taken for a few days, but you- it may not even work for you."

"I want to try." Aleah's determination reflected in her words, her hand reaching for Wanda's shoulder. "Please, Wanda. I'd rather be dead than be a prisoner to my own mind."

A long pause hung in the air before Wanda sighed in defeat. "All right." She nodded, lifting her head. "But we will need to go somewhere empty and quiet. This takes concentration and-" she fought a sorrowful frown. "It will be excruciating. I had to knock my brother unconscious."

Tony chuckled, his lip pulling into a sarcastic smirk, "I'm sorry, if you think we're going to let you wander the Tower alone, you're crazier than I thought."

"I'll come." Steve glanced to Tony. "They can go to the lower levels. There are empty storage rooms down there."

"Let's do it now." Leah released her grip and turned for the door. "Before I come to my senses."

**

Leah listened to the echoing footsteps as they traversed down the unending hall. Concentration forced her breathing to steady, her mind desperately trying to wander while her eyes remained forward. She followed Steve, her gaze occasionally darting to the side, but quickly returning to his back. She found her eyes wandering lower each time; she would be remiss if she said she didn't at least enjoy the view.

"Here, this should work." Steve opened a door and flipped the light switch.

Leah bit her lip as her eyes explored the near empty room, scattered boxes and a dusty computer desk the only contents.

"Are you sure about this?" Wanda stood next to her. "The pain-"

"You already said that." Leah snapped, stepping inside. "Pain doesn't scare me." Her voice lowered to a whisper. "Remembering does."

Gripping Leah's shoulder, Wanda forced a smile. "Lie down and we can begin." Sliding her knees, Wanda's eyes moved to her brother as he locked the door. "Aleah, I need you to relax. You have to _let_ me into your mind, do you understand?"

Eyes slipping shut, Leah nodded.

Wanda exchanged looks with Steve and Pietro before placing her hands on either side of Leah's head. Tendrils of crimson light crawled from her fingers, her eyes glowing red.

Pins and needles radiated through Leah's skull, her pounding heart echoing in her ears. Sensations of warmth overlapped dull throbs, her head growing heavy. Muffled voices called her attention from different directions, the darkness in her mind giving way to hazed silhouettes.

 _You're not going to kill me, Leah_ Steve's voice echoed.

 _Is that what happened? He said your name?_ Wanda's voice followed.

The image of Ulysses Klaue appeared, Ultron's voice booming. _There is no man in charge. Let's talk business._

"You have to let me in, Aleah." Wanda spoke, the images disappearing. "I have to go deeper than this. Relax, empty your thoughts and let me sort through them."

"I'm trying." Leah's brows drew together. "The pain makes it hard to relax."

"Is something wrong?" Pietro asked.

"It's as if her mind is-" Wanda frowned, her eyes closing. "Locked. Like a door is keeping me out."

"Break it down," Leah breathed. "Do what you have to."

The sensations of warmth and pain intensified, the voices growing louder. The dull throbs grew sharper, the feeling crawling down her neck like jagged fingers as the silhouettes cleared.

 _I don't care what you do, Dr. Jurgen, just fix it!_ Strucker's voice seethed with fury. _They have become a liability and I will hold you responsible!_

A frightened gasp slipped from Aleah's lips. Her head tossed as though she were experiencing a nightmare, her fingers curling into fists as she struggled in Wanda's hands. "It hurts. It hurts."

"Stay with me, Aleah. I think I found it, I'm almost in." Wanda's voice trembled, her hands clutching Leah's temples. She gasped sharply, her eyes snapping open, glowing bright crimson. "There!"

A fire burned through Leah's skull, molten heat flooding through her body. Schmidt's face appeared in her mind, his gaze furious.

 _You will die before you betray HYDRA! We gave you everything! Made you what you are! You belong to me and I will make sure it stays that way!_

Time stood still as Leah's eyes snapped open, a cold blue glow shining within. A blood-curdling scream ripped from her throat as her face twisted in agony. Her palms flattened against the tile and her body lurched forward as ice spread in every direction.

"Hold her! I can't lose the connection!" Wanda yelled, struggling the keep holding of Leah's head.

Steve and Pietro slid to the ground, one on each side, grabbing Leah's arm and shoulder to restrain her.

A frozen aura erupted from Leah's body, frozen spires breaking from the ground and piercing the walls and ceiling. Frost clamored along the floor and up the walls, the ice seeming to take on a consciousness of its own for a moment.

"Do something! Make her stop!" Steve barked, his hold tightening as Leah struggled.

Wanda's eyes glowed red, her face expressionless.

"She can't hear you!" Pietro yelled, nearly drowned out by Aleah's screeches. He grimaced. "The-they're linking. When my sister did this to me, she said this was the part when she was able to get inside my mind, really be inside. She described it as a-a link, our minds acting as one."

Steve frowned as the screaming subsided, and Leah's body went limp. "What does that mean?"

Panting, Pietro chuckled. "If you interrupt them now, it will kill them both. They're on their own."

ii

Waves crashed against the base of the rocky cliff, the salty breeze dancing with Leah's deep brown hair. Her emerald eyes locked on the massive, daunting cavern before her. The sunlight shimmered against the mouth of the cavern, a thick wall of ice barring entrance. Rusted chains reached from each corner, crossing her the center where a skull with eight tentacles was emblazoned.

"Aleah," Wanda's awe-filled voice floated on the wind, her steps echoing off the stone. "Are you all right?"

Leah remained stationary, her gaze unmoving. "You did it," she whispered as her voice cracked. "You got into my head."

"This is not what I expected." She looked to the lock, moving closer to inspect it.

"It burns when I touch it."

"This is HYDRA's hold, it looked similar in Pietro's mind." Wanda studied the symbol hanging on the chains. "And within the cave?" She faced Leah. "Do you know what is inside?"

Color fled from Leah's cheeks, her eyes watering. She hesitated, her voice barely audible. "Everything."

"Do you want to know who you are?"

A small grin attempted to pull her lips up, failing as she blinked back tears. "I don't have a choice. Do what you have to." She straightened, meeting Wanda's eyes.

Wanda nodded as she turned to the lock once more, placing a hand in the center. The symbol illuminated the chains around it, red light arcing from her hand. Her brow furrowed as she pushed her powers, the red aura sinking into the metal and coiling around each link. The ground trembled, the barrier behind cracking like glass.

Aleah watched as one crack became two, two became three. The fissures spread, deeper and further the more Wanda pressed. The same burning sensation returned, the fiery grip paralyzing her. Incoherent whispers raced through her ears, her stomach clenching and her body wanting to run. She cried out, her voice barely louder than Wanda's cries of determination. The frigid wall continued to crack, the chains glowing orange and yellow.

Finally, the splintered cracks reached the edge of the cavern's mouth, the barrier shattering as the locks dissipated. The pain raging through Leah's body vanished and faint but lively music wafted from within the darkness.

"Are you ready?" Wanda's soft touch on her shoulder startled her to attention.

"As I can be." With a nod, Leah stepped forward. Instantly, the darkness changed into a crowd of people. Lights flashed, and music played while laughter carried on beneath a starlit sky. Signs hung on various walls and stands, a bearded man pointing his finger with the words: _I Want YOU._

A voice sounded over a loudspeaker nearby, the women turning to it. "Ladies and Gents, please turn your attention to the stage for Mister Howard Stark!"

"What did you tell her about me?" A disappointed yet familiar voice caused Leah to turn, her eyes growing wide.

"Nothing but the good stuff." Another male voice answered.

"Steve?" Leah gasped when she found them. Steve walked beside another man in army dress, but he was smaller in both size and stature. "I-I remember this." She nodded, spinning to look among the crowd. "I was here. I was here for-" her mouth opened, her body absentmindedly moving toward the stage. "Him. I was here for him."

"Oh, excuse me darlin', you all right?" The voice of Steve's friend made her turn in stunned realization; she recognized it. "It's just so crowded around here, I didn't mean to bump into you like that."

Wanda pointed a finger at the girl he spoke to. "That's you."

"It's quite all right," The young Aleah replied with a smile, slowing but continuing toward the stage.

"You're in an awfully big hurry, what's the rush?" He flashed a smile.

Aleah stammered before dipping her head. "I have to go."

"You sure do have a way with the ladies, Bucky." Steve chuckled. "But I thought the idea was to _not_ make them run away?"

Bucky laughed, shoving Steve aside. "You got jokes tonight, punk."

Steve's grin disappeared as he pushed himself onto his toes. His eyes followed Aleah as she moved through the gathering crowd with precision. "Hey, Buck. Something's not right with that girl."

"Oh, come on, you don't have to play the sympathy card." He waved Steve off. "She's not my type, anyway."

"No, I mean it. Look, she's not heading for the stage."

Bucky squinted, spotting her moving through the crowd. He watched her push her shoulder back to slip between a group of people, her hand lifting to adjust the edge of her dress collar. Eyes widening, Bucky moved forward, hurrying after her.

As they neared the back of the stage, Howard Stark's frustration could be heard from beneath the less than successful flying car he debuted moments before.

Aleah's hand moved to her collar once more, her fingers wrapping around the delicate hilt of a small knife. She gasped as a hand reached from behind her, a tight grip on her wrist pulling her into a firm hold.

"Look, I don't know what you've got planned with that knife, but I would suggest you rethink it before anyone gets hurt." Bucky's lowered voice warned, her back pressed against his chest.

"You don't know what you're doing." She hissed as she struggled in his hold.

"I'm guessing that knife in your hand isn't for helping Mr. Stark on that automobile. Now look, I don't know who put you up to this, but it's a good way to get yourself killed."

Snarling, Aleah threw her head back, slamming into Bucky's nose and forcing him to release his grip. She looked to the car once more and scowled when she saw Stark gone.

"You tried to kill Tony Stark's father?" Wanda asked. "I don't understand, this is World War II, how have you barely aged? You should be in your nineties."

Leah sighed. "HYDRA has ways of preserving their assets."

Without warning, the ground shook, and the scene scattered like sand into darkness. Where there had been crowds of people laughing now stood ancient computers and outdated machines. People in white lab coats scurried around, an older but still young Aleah sitting on an exam table.

"I don't like this." She growled, a short man in glasses working with his back to her while a taller man with sunken features and dark eyes stood beside her. "There is no guarantee this will work."

"Ah, but there is." The taller man replied. "You see, the Americans have already had great success with this serum, but they waste it. They put their new creation in parades and make him part of some pathetic song and dance routine. You, my child, will become the weapon I knew you could be."

Sighing heavily Aleah shook her head. "I still don't like this. I don't understand why I need it. I'm an efficient killer, I've always completed my missions. Why do I need some serum pumped into me, Schmidt?"

"Because, my young one, it will make you even stronger, faster, more durable. Do not worry yourself, Dr. Zola has already tested it on some of our _American_ residents and most of them have shown no ill effects." He smiled, gripping her face with three fingers. "The serum will make you even more deadly than you are now. You will use that power to make HYDRA the world power it is meant to be!"

Young Aleah winced as the needle broke the flesh on her arm, the blue liquid in the syringe slowly entering her body.

"Now we let the machine do its job." Zola grinned, his thick fingers typing across the keypad at his station.

Aleah hopped from the table and stepped inside a cylindrical machine, a disapproving glance tossed to Schmidt before the doors closed over her. The interior of the chamber illuminated the entire room, the whirring and whining machines the only sound.

"Don't scream." Leah recited under her breath, watching the scene unfold. "Screaming is an indication of weakness, and HYDRA has no use for the weak."

"What are they doing to you?" Wanda tilted her head, but her gaze remained locked on the chamber.

Before Leah could answer, the door launched forward, lodging itself in the thick concrete walls of the bunker. Frost rolled around the entire machine, frigid spikes lining the frame, jutting in multiple directions. Aleah stepped out, her hair white and her eyes blue.

"The serum gave you your powers?" Wanda whispered through her fingers.

"No. It made them manifest. My powers were dormant, the serum only enhanced what was already there; but that wouldn't stop them from trying to replicate my results."

Voices echoed from down the hall, the images evaporating to give way to something new. Aleah stepped into view, her brown hair pulled into a ponytail, her body dressed in black tactical gear.

"Get him to the lab, we may salvage him yet." Dr. Zola's voice carried through the room.

Aleah watched as a young man, broken and bloodied, was wheeled in after Zola. Her brow dipped with curiosity as she approached the door way, the technicians inside hooking the young man up to various sensors.

"Who is he?" She asked, leaning against the doorway.

Zola tossed her a glance before returning to his computer screen. "An asset we thought lost."

"What use will he be without his left arm?"

"Ah, my dear. Do not trouble yourself with matters of science. You should return to your training, the sooner you get a grip on those abilities of yours, the sooner HYDRA can move forward."

"I still don't understand why I had to come to Siberia." She scoffed, turning away. "We can't fight our enemies from a bunker."

Leah watched her memory walk past her before entering the lab herself. Approaching the table, Leah's eyes wandered the body of Zola's subject. Her fingers brushed the blood-stained drape covering his face and body, her breaths growing shallow as she reached his head.

"Do you know him?" Wanda asked.

"I feel like I do, like I _should,_ but I can't remember. It's almost like my mind is blocking him out." With an unsteady hand, she reached for top of the sheet covering his face.

She screamed as a silver arm flew from beneath the cloth and grabbed her wrist, the young man jolting up. Long, impossibly dark hair obscured his face, Leah pulling away from his hold. The walls trembled, and the memory froze.

Wanda reached for Leah gripping her shoulders. "Aleah, you need to calm down."

Darkness surrounded them as Leah's hands flew to her head. A raging fire erupted all around as the thunderous sound of gunfire tore through the air. Leah's face twisted in agony, screaming as she fell to her knees.

"Aleah! You need to calm down! Concentrate! These are memories, nothing here can hurt you!"

As quickly as it erupted, the fire vanished, leaving them in total darkness. The rubber sole of combat boots against stone echoed, the dark-haired figure walking toward them. A mask covered nearly his entire face, his left arm made completely of metal.

Leah wanted to run, to hide, to scream, but her body refused to respond. She wanted to be afraid of the figure marching toward her, but something deeper within wanted to stay. "Who are you?"

The figure knelt beside her, the gloved hand of his silver arm resting in her shoulder. "It's time to wake up, Leah. If you remember one thing, remember this: It's you and me-"

ii

The moments of stillness dragged on for what felt like hours. Occasionally Wanda or Leah would mutter something, as though talking in their sleep, but the room otherwise remained still. Steve and Pietro sat against the ice-covered wall, Steve's head leaned back as his eyes rested. His mind wandered, trying to make sense of the utterings. _World War II? Siberia? Serum?_ Could it be possible she had been injected with the same super soldier serum used on him? Was that why she was so much stronger, her senses and reflexes heightened? And if HYDRA did experiment on her, was it willingly? Steve shook his head, his thumb and index finger rubbing his eyes as exhaustion sunk in. Even if she did choose HYDRA, there was no guarantee she would confess every memory, especially to someone like him; someone she barely knew.

"Till the end of the line." Leah whispered, breaking the quiet.

Steve straightened, his head snapping forward. "What did she say?"

"I've got you," she whispered again. "You and me, 'til the end of the line."

Steve stood, his gaze unwavering from Leah.

"What is it?" Pietro asked, rubbing his eyes.

"That phrase. Bucky used to say that to me. There's no way she would know that."

Without warning, both women gasped as though they had been absent of breath for hours. Leah lurched forward while Wanda fell back, her hands supporting her.

"Did it work?" Pietro asked, helping Wanda to her feet.

"I think so." Wanda nodded.

Leah sat silently, her vacant gaze resting on the ground.

"Leah." Steve knelt, his eyes pleading for her to answer. "Leah, can you hear me?"

She remained silent and unresponsive.

"What's wrong with her?" Steve snapped. "What did you do?"

"Her mind is processing years of memories. She will need time." Wanda frowned at him. "Give her a moment."

With another short gasp, Leah's head lifted, her eyes darting to each of them. "What happened?"

"Leah, you said something a minute ago, do you remember what it was?" Hope flashed in Steve's sapphire eyes.

Shaking her head slowly, sympathy crossed Leah's face. "I'm sorry, I don't. What did I say?"

Steve pursed his lips, fighting the sinking feeling within his chest. "You said 'I've got you 'til the end of the line'. Do you remember a man named Bucky?"

Her emerald eyes wandered his expression, searching for the answer beyond that which was given in his tone. "He was your friend."

"He was also brainwashed by HYDRA, like you. Please Aleah, if you can remember anything...I've been looking for him for a long time."

Biting her lip, Leah looked away. "I'm sorry."

A defeated sigh followed Steve's sinking shoulders. He stood, offering his hand to pull Leah to her feet. "It's fine. It's late anyway, and we have a world saving battle to get ready for. We should all get some rest."

A shudder ran down Leah's spine, her breath forming a small cloud. She tucked her hands against her sides as Steve pulled the door open, breaking the ice holding it shut.

"Everything okay?" Wanda leaned in.

"Yeah," Leah forced a smile. "Cold doesn't usually bother me, that's all."

"You probably just need to rest." Wanda replied, walking beside her.

"Rest," Leah repeated, one last glance toward the storage room turned freezer. "That's probably it."


	7. The Battle For Sokovia

The quiet hum of the Quinjet filled the cabin, the team sitting in anticipation as they flew toward Sokovia. Aleah's eyes stayed fixed on the floor, her arms resting on her knees as she leaned forward. Sleep continued to elude her and thoughts decades old played through her mind.

"You nervous?" Barton startled her as he sat.

"A little, I guess." Leah flashed a grin to hide her unease. "Are you?"

"Nah, I never get nervous before a world-saving fight to the death." He shrugged, the corners of his eyes lifting as he chuckled.

"I can't remember feeling like this before a mission. After everything I've done, why now? Why is this different?" She mused, more to herself as her head lowered.

Barton sighed, leaning forward to match her position. "You'll be fine. Just focus on your job and keeping your teammates alive because that's what we'll be doing too."

Leah's brow dipped into a frown, her hands rubbing together. "Why are you so trusting of us? Of me?" She looked to him from the corner of her eye. "Even when we were still enemies, you all bypassed opportunities to kill us. An enemy becoming an ally is not a normal occurance, so why make such a gamble?"

"I'm not sure what you mean."

"In the lab, you had the element of surprise. You could have put that bullet anywhere in Pietro's body, but you missed intentionally." Her eyes moved over the rest of the cabin. "Steve could have killed me, multiple times, but he reached out to break the hold on my mind."

"And this confuses you?"

Leah smirked as she nodded. "Maybe it's my training talking, but I've never missed an opportunity to eliminate an enemy."

"That's the difference between those trying to save the world and those trying to end it." He met her eyes for the first time. "We may not know a lot about each other, but I know you're former HYDRA, and they wanted to watch the world burn. It makes sense they would train you to want the same thing."

"By that logic, you shouldn't even let me on the jet."

Leaning back, Barton crossed his arms over his chest. "That's the great thing about second chances; you get to decide for yourself what you want. HYDRA wanted to destroy the world, and they tried to use you to do it. Now they're gone, _you_ choose why you fight. Your life is your own, Leah, nobody gets to live it for you."

A smile spread across her face, her gaze falling to her interlocked fingers. "It's funny, Pietro said something very similar."

"We'll be landing soon; everyone get ready." Steve called from the front of the cabin. "We all know our positions?"

"Pietro and I will evacuate the city." Wanda glanced to her brother sitting beside her.

Steve nodded, his eyes passing over the members of his team. "While they're focusing on getting the civilians out, we need to find Natasha and Ultron."

"Nat's in some sort of factory," Clint replied. "I found her SOS on an encrypted channel we used to use. Her message was short, but she said Ultron was building more robots for his army and talking a lot about 'rebirth'."

"She's in Strucker's old lab." Leah leaned back in her seat.

"Then we go there first." Bruce stood, his eyes both pleading and demanding as he looked to Steve. "We have to get Nat back."

"No," Wanda argued. "We have to find Ultron. The lab is miles outside the city, it would waste too much time to detour."

"Then I'll go." Bruce stated, his voice firm. "I'm not leaving Nat behind."

"I shall accompany him." Thor tapped Mjolnir against his palm. "Once we have recovered her, we'll join you."

Leah stood and walked to the front, her eyes focused on the city of Sokovia shining in the early morning sun. "They shouldn't have difficulty. Ultron has no need for her, so he won't waste resources guarding her." She turned toward the rest of the team. "This is his endgame, and he knows we- you would place rescuing one of your own as a priority. Decide because we won't have a lot of time once we land."

Steve gave a curt nod. "Then Banner and Thor will head to the lab. The rest of us stay on task."

"How do we plan on finding Ultron?" Tony spun his chair away from the controls to join the conversation. "I call first crack at the big guy."

Leah stifled a chuckle, her lips hinting at a grin. "It's simple. If we want to find Ultron, we have to go to church."

ii

The early morning light bathed the city in a blanket of serenity. Rolling fog wrapped around the forest, sliding through the trees and flooding the streets. The city had already begun to stir, cars moving along the street and across the large bridge providing a passage over the natural creek winding through the town square.

After the Quinjet landed, Wanda and Pietro entered without a word while Clint disappeared to find the best vantage point; his codename wasn't Hawkeye for nothing. Iron Man and Vision never set foot on the ground before heading for the church at the heart of the city. That left Aleah with Captain America.

Whatever the Maximoff twins did worked, and it wasn't long before Sokovian police arrived on the main streets to direct vehicles toward the bridge, Steve at the start and Leah standing at the midway point. Honking horns and uneasy voices filled the air as civilians on foot and in vehicles crossed the bridge and headed for the city limits.

"I don't like this." Leah moved between the slow-moving vehicles toward Steve. Her eyes lifted to observe the massive green support beams holding the concrete structure in place, frowning at how clear the sky above was.

Leah bit her lip, her brow dipping in concern. Across the bridge, in the square, sat too many open areas, including a small diner at the far end with a parking garage on the far right. "Something isn't right. Where are his sentries? Why hasn't he shown himself? Ultron has to know we're here, and he's too much of a showman to remain silent this long."

 _She's right_. Thor's voice came through the com unit in their ears. _Banner found Romanov, but I have not seen a single guard in the lab. It almost looks as though it's been abandoned._

As if answering their concern, the ground rocked and quaked, Ultron's sentries rising from the earth. Flocks of the machines took to the sky, targeting the Avengers and the people trying to flee. The sentries dove through the air, a small group breaking off toward the bridge

Steve threw his shield into the air, ricocheting off one beam to bring down two of the robots. Cars jammed onto the bridge, colliding with the cars in front in an effort to escape. Honking horns and frantic cries overlapped as fear took hold of those caught in the struggle, dozens abandoning their cars to run.

"You fight as though you think you stand a chance." Ultron's voice sounded from above them, a lone sentry hovering in the air. "Unfortunately for you, I expected this, and you're right-"

A large rock crashed into the machine's face, interrupting his words. It's illuminated eyes flickered before turning to Leah.

"I'm really not in the mood for a villainous monologue." Leah grabbed another palm-sized rock. "Why don't you just surrender so we can all go home and call it a day?"

The sentry's eyes turned red as his thrusters shifted, launching toward Leah.

Fingers curling into a fist, Leah braced for the attack. Her jaw tensed as the sentry closed in, metal claws reaching for her.

Inches from impact, the machine lurched back, hands clawing at it's metallic scalp. "No! No! You burned me out!" It screeched, legs kicking as Ultron's voice seethed with rage.

 _It worked! Vision locked him inside the sentry network, he can't escape into the internet anymore._ Tony's voice rang through Leah's ears. _Now we just have to destroy every sentry and the world will be-_

The ground trembled, stronger than before, Steve and Leah stumbling and struggling to keep their balance. Leah's eyes widened, her face losing color as she watched the ground behind them crack and shift, their side lifting above the other.

"Stark, what's going on?" Steve's words carried the urgency and shock Leah saw in his expression.

 _Yeah, might've spoken too soon. You know the rest of the missing vibranium he stole from Klaue? We found it._

"What does that mean?" Leah growled, her heart pounding as she watched the empty cars on the bridge fall, the metal beams bending and collapsing as they rose higher into the air.

"Take away my world and I'll take away yours." The sentry hovered behind Leah, regaining composure. "You, Avengers, will be my meteor, my glorious reckoning. The earth will crack and break beneath the weight of your inevitable failure. Purge me from your computers, turn my own against me, but rest assured; when the air quiets and the dust settles, the only thing standing _will_ be metal."

Leah flinched as a flash of red and blue flew past, Steve's shield pinning the sentry against the side of the bridge. She watched as Steve charged forward, kicking the shield and cutting the sentry in half.

The ground continued to tremble, the city rising higher into the air. "Stark, talk to me!" Steve called as he placed his shield back on his arm. "Last time I checked, cities aren't supposed to fly."

 _He turned the vibranium into a drill that's lodged in the city's core. The center of the drill has a magnetic field, and that's what's keeping this chunk of rock together. Ultron wants to recreate the meteor that wiped out the dinosaurs and if this thing gets high enough, he'll do it._

The words petrified Leah: global extinction, and she helped the monster achieve it. She choked on the lump in her throat, her hands sweating as her heart hammered against her chest. This was not her fight. This was not what she had trained for. She was no hero, she was-

"Aleah, look out!" Steve's warning snapped her back to reality, too late.

Leah turned in time to see the blue light of the laser fired at her. Her hand flew to her shoulder, her suit smoking and singed where the attack landed. It burned but didn't make it to her skin. She snarled, the robot's red eyes locked on her. Without hesitation it dove for her once more, hands aimed for her throat. Her fingers curled as her hands moved to her hip, her foot sliding back.

Leah grinned as she thrust her hands forward, but the expression faded as she watched the sentry closed in, unimpeded. Her eyes widened, staring at her empty hands; her attack failed, no ice formed at her summons and she was wide open. "What? How is that-"

Breath fled from her lungs and the world spun as the sentry rammed her torso. Her brown hair whipped around her face, stinging her eyes, her mouth open and desperate for air as she flew back, unable to control when or where she landed. The pain from the attack was quickly overpowered by the impact of the small sedan breaking her fall. Crunching metal and shattering glass accompanied the sharp pain radiating through her body as she dropped to the ground.

"Leah!" Steve's concerned voice echoed through her ears, followed by more crunching metal, but she couldn't discern from where it came.

The sentry hadn't followed through, so she could only assume the sound she heard was Steve destroying the sentry before it could follow through. She shook her head, hoping the spinning would stop as she caught her breath.

"Leah, are you all right?" Steve slid beside her, a hand on her shoulder.

"No, no, something's wrong." She panted, her hand on her head.

"Are you hurt?"

She shook her head, her eyes finally finding him as her vision cleared. "My powers." She tried to control the tremble in her voice. "Th-they're gone. My powers are gone."

"How is that possible?"

"I don't know." She grabbed frame of the car window and pulled herself to her feet, Steve rising with her. "I'm no use to you without my powers."

Steve gripped her arm and met her gaze before looking past her, the city now a fair distance above the world below. "Look, we're stuck here. The people still in the city? They didn't ask for this, and it's our job to fight for them. You don't need superpowers to save lives. Do you know how to fight?"

She nodded.

"Good, then fight. You're tougher than you think, Leah, don't sell yourself short."

Without warning, another wave of sentries fell upon the bridge, one catching Steve and launching him into the windshield of a vehicle behind him.

 _Cap, you got incoming!_

"Yeah, incoming already came in. Thanks, Tony." He groaned, pushing himself out of the windshield.

Leah watched as the robots circled the air, some flying deeper into the city while others focused on Captain America. Fists clenched, Leah steeled herself, her mind prepared to enter the fray when muffled cries and dull thuds came from a short distance behind her. Turning, she gasped as she discovered the origin: a young couple trapped in their vehicle; a vehicle on the edge of the bridge and slowly sliding back. Before she could hesitate, Leah ran toward the car, her fingers wrapping beneath the passenger door handle. She pulled, but the door refused to budge.

"I'm going to help!" She yelled, her emerald eyes locking with the young woman on the other side of the window. "I'll get you out!"

The vehicle groaned as the rear tires slipped further back, the car tilting. Jaw set as determination planted itself within her, Leah closed her eyes and gripped the handle, pulling with all she had. The handle gave easily, easier than she expected. "Damnit! No!" She yelled when her eyes opened and found the door intact, the handle the only thing missing.

The car groaned again, slipping further back. One more misstep and the car would plummet to the crater below. Focusing on her breathing, Leah tried to hide the panic welling in her chest. "Cover your face!" She yelled, the couple inside obeying as they turned away from her and hid their faces.

With one fluid motion, Leah reeled back and smashed her gloved fist through the glass. She gripped the door with both hands, ripping it from its hinges. The car jolted, the undercarriage grinding against the jagged concrete as it slid back. Leah gripped the edge of the door frame with one hand, the wheel's axle with the other. Her face twisted in pain as she dug her heels in and pulled back. "Hurry!"

The woman crawled from the car first, Leah struggling to hold the vehicle steady. Her arms burned as her hands slowly lost their grip. Her eyes shut, her lips curling back as a pained cry slipped through her teeth, the car pulling her closer to the edge. Her eyes opened for a moment, long enough to see the man sliding across the seats, each movement rocking the car and challenging her grip.

"No!" The woman screamed as the car pulled from Leah's hands, the man reaching out from within the car.

With inhuman reflex, Leah reached for his outstretched hand, her fingers wrapping around his wrist as he did the same. The shifted weight pulled Leah to her stomach, her shoulder burning in agony. "Hold on!" she cried, her free hand pushing her body up as she lifted him back to the edge. "Don't let go!"

A sigh of relief escaped her when he reached the ledge, crawling away and wrapping his arms around the woman. Leah nodded as they thanked her repeatedly, her hand lifting to direct them toward Steve. "Get somewhere safe, or as safe as you can."

Leah watched the couple run toward the diner and down the street. She stood, smiling when Steve turned back, his head nodding in both approval. Leah shook her arms as she took a step forward, halting when her step was answered with a loud crack.

Her relief vanished as quickly as it came when the ground beneath her sank, the loud roar of crumbling concrete drowning out the sounds of battle within the city. Her gaze fell to her feet, a large fissure spreading across the ground before her. Her head snapped up, her eyes finding Steve racing toward her, but they both knew he wouldn't reach her in time.

As the asphalt beneath her feet gave way, fear clutched her chest and crawled up her spine. Her lungs seemed to forget their purpose and Leah found herself able to utter one thing as she fell. "Steve."

ii

 _Aleah_ the name whispered through the air, dancing on a sing-song tone. _Wake up, little one._

Sleep-laiden eyes fluttered open, as the whispers grew louder.

 _Aleah, come to me._

The young child rose to a seated position, her legs swinging over the edge of her bed. Sparkling green eyes stared at the closed wooden door. "Who are you?"

 _You ask a question for which you already know the answer. Now come, there is not much time._

The girl moved silently through the dark house, stopping when she came to a large tattered rug in the back of the simple stone home. Glancing over her shoulder, she moved the rug to reveal a hidden door, the lock unlatched.

 _Time is fading. You must hurry, they're coming._

Aleah moved with precision down the familiar steps, her nightgown dragging behind her. Attached to the wall at the base of the stairs burned a torch, the only light in the underground passage.

Undaunted by the darkness, Aleah grabbed the torch and made her way through the tunnel until she came to a dead end. She paused before reaching for a stone just above her, pushing it further into the wall. With a rumble, a square doorway formed, the stone slab sliding away to reveal a small torch-lit chamber.

To the side, a small staircase spiraled upward, the walls around the room decorated with medieval helmets and armor. Opposite Leah stood two massive and intricately carved wooden doors, while in the center of the room lay a stone coffin, the silhouette of a warrior carved into the lid.

 _Aleah!_ The voice was urgent, louder and beside her this time.

The young girl turned to face the carving in the wall. Her eyes wandered over the intricate detail of the large tree, roots curling and spreading in all directions while the leaf-covered branches reached for the sky. Words of an unknown language arced over the tree, the letters seeming to sparkle in the torchlight.

"You haven't talked for a long time." Aleah whispered, leaning closer to the mural. "What's going on?"

 _The stars of distant futures have begun to stir and speak. Your name dances on their lips. Watch the horizon, for the infinity stones shall be this world's reckoning and salvation. The mad Titan will lay waste to the heavens, opposed by jagged claws and frigid teeth. But victory lies in the jaws of defeat._

"I don't understand." Aleah tilted her head, "What's an infinity stone? Are you talking about the war? Because Grandfather says there is a war coming."

 _War will come and go and come again. You must be ready._

As the words floated through Aleah's mind, a thin layer of frost fell from the words above, coating the tree and roots. Intrigued, she reached forward, placing her hand on the frigid stone carving. She gasped, the frost reacting to her touch, swirling around her wrist and up her arm. Cerulean tendrils caressed her face, her brown braid turning white in the places touched by the aura.

"Aleah? What are you doing here, child? It is well past your bedtime."

Turning, Aleah backed against the mural, all traces of glimmer and light vanishing. "I'm sorry, Grandfather, I didn't mean to wake you."

An elderly man descended the stairs, a slight grin across his face. A white beard grew from his chin while the white hair on his head receded. A dark green robe draped his shoulders, a wrinkled hand resting on Aleah's shoulder when he reached her. "You should be in bed, my child."

"But it called to me, Grandfather."

A flash of concern was quickly hidden by an amused chuckle, the elderly man glancing at the mural before returning to his granddaughter's gaze. "And what did it say this time?"

Aleah turned to look at the now silent carving. "I don't know. It talked about rocks and Titans." She faced him. "Oh, and war."

Before he could answer, one of the large wooden doors behind them opened, a young man slipping inside before quickly shutting and barring the doorway. "Keeper! They're coming! They've found it!"

The old man stood, his brows snapping together. "Are you certain?"

The young man nodded.

"Aleah, you must go, now!" He knelt once again, his hands holding her face. "They can not find you, do you understand? Wake your mother and father and get as far away as you can."

"But, Grandfather-"

"Do not argue!" He hissed, his expression softening when he saw the fear in her eyes. "I will follow when I can. I love you, dear child. Never forget that."

Before she could respond, her grandfather pushed her back into the hidden doorway, the stone slab sliding back into place. Aleah's heart raced as she listened to the muffled voices on the other side; she had never seen her grandfather so terrified.

The rolling gears of heavy tanks preceded the loud crash that shook the walls of the tunnel, Aleah's hands flying to her mouth to muffle her scream as she fell back. She waited in silence for what felt like an eternity, sighing with relief when her grandfather's voice reached her ears.

She stepped closer to the door, her ear pressed against the cold rock as she strained to make out the words spoken by the new voices. She frowned as she strained to listen, only making out a few words.

 _Tesseract...not something one buries...help... grandchildren...die._

"No, Grandfather." She squeaked as she choked back a sob. "Please don't hurt him."

She stepped back as clicks and whirrs reverberated through the wall, a blue light slipping through the small space between the door and the floor. Tears threatened to fall from her face as the voices resumed.

"Give the command to open fire. Burn this village to the ground." It was a man, right beside the hidden door now. His words were spoken through a thick German accent; he was the same one who had spoken of the tesseract.

Her grandfather's voice resonated through the stone, closer to the door than before. "You are a fool! You do not understand what you're tampering with! You will burn!"

"I already have."

Aleah screamed when the gunshot echoed, thick red liquid slipping beneath the door. Her heart hammered, threatening to leap from her chest as she turned and ran down the tunnel. She didn't know everything that had happened, but she knew her grandfather was gone, and the war had come.

ii

Aleah didn't dare open her eyes as her body fell through the air. She didn't need to see Steve's outstretched hand, reaching for her even though there was no way for her to grasp it. She didn't want to see what was left of Sokovia rushing to meet her. There was no sense in struggling, her powers were gone, and she was helpless. She was going to die.

"You're not getting out of the fight that easily."

Eyes snapping open as a strong arm wrapped around her waist, Aleah gasped. "Thor? Where did you come from?"

Thor chuckled, his sapphire eyes glancing at her. "I was on my way to join the fight and thought you could use a hand."

Before she had time to process her rescue, Aleah felt solid ground beneath her feet, Thor's hand grasping her shoulder as she doubled over before her legs gave out completely.

"Did you lose something, Captain?" Thor teased as his eyes flickered between them.

"Are you all right?" Steve knelt, his hand wrapped around her arm, ignoring Thor's implication.

Aleah, nodded, breathing deeply to catch her breath. "I am, thanks to Thor." She flashed an appreciative smile as Steve helped pull her to her feet. "I suddenly never want to fly ever again."

"Look out!" Thor warned, Leah throwing her harm over her head and Steve instinctively lifting his shield to cover them.

Another fleet of sentries crashed onto the bridge, one swooping low, tossing Steve into the air before throwing him across the bridge and into the glass shelter of a bus stop across the way.

"Im getting too old for this." Steve groaned, rolling from the bench to the ground.

The sentries dove into the chaos, tossing cars and sending buildings tumbling down, forcing the civilians out of hiding and into the open. Aleah's fists clenched, a snarl crossing her face. She didn't know what she could do without her powers, but she would be damned if she sat by and did nothing. This was personal now. Her eyes scanned the debris for something, _anything_ , she could use as a weapon.

"Aleah!" Steve yelled, alerting her to the sentry racing toward her.

Without hesitation Aleah bolted toward the small collapsed building beyond the bridge. The whine of the robot's thrusters grew louder with each step and she knew it was closing in. She cried out as leapt, her fingers wrapping around the steel and pulling it from the rubble as she turned and swung. Sparks flew as the rebar connected with the sentry's head, sending it in the opposite direction.

"This'll definitely work." She chuckled, twirling the rod as the metal body slid to her feet.

Screams and crashes continued to echo all around the city. Aleah grinned as she twirled the five foot long rod, her eyes seeking her next target. She spotted Steve across the plaza, four sentries swarming him. With a cocky grin, she raced for him, his shield slicing through the chest of one sentry and removing the head of another. The remaining two hovered just above reach, their weapons locked on him.

 _We're all clear here._ Clint's voice came through the comm.

"Not clear!" Steve panted, swinging his shield as he connected with the third sentry, slamming it to the ground but exposing his back. "We are very not clear!"

The fourth sentry jumped at the opening and tackled Steve, throwing him on his side and leaving him vulnerable. Eyes glowing red, the machine leapt for him again, weapons readied.

Steve threw his arm over his face, his shield prepared to intercept the attack, but instead heard crunching metal as sparks fell at his feet. He waited a moment longer, pulling his shield. down enough to see what happened. Steve chuckled with relief when he saw the rebar protruding from the sentry's head, the other end lodged into the ground.

"Looks like it's your turn for a rescue." Aleah smirked as she trotted over, offering her hand.

 _Cap, I think I got something, but you're not going to like it._

Breathing deeply, Steve lifted his fingers to his ear. "What is it, Tony?"

 _I think I figured out a way to neutralize the drill by turning its power back on itself, but I need Thor's help. The downside? It would vaporize the city before it had a chance to do any damage, but-_

"Tony, I didn't ask for an exit strategy, I asked for a plan and that's what you've got. You and Thor focus on the drill. Everyone else? You have your orders: take these things apart. If you get hurt, hurt them back. If you get killed?" He paused, his eyes meeting Leah's with an unspoken apology. "Walk it off."

Leah sighed as she walked back to the bridge, soaking in the moment of peace that she knew wouldn't last long. It looked like she would die today after all and yet, she was at peace with that revelation. "So, I guess asking for a daring, life-saving rescue twice in one day would be too much to ask?" She snickered as Steve stood beside her, the realization weighing on his features.

 _Well, I suppose that depends on who you ask._ A new voice came over the comms, a massive airship rising until the deck was level with the ripped end of the bridge.

"Fury, you son of a bitch." Steve couldn't help but smile, his hands on his hips.

 _You focus on that drill and we'll get people out._

"Wait." Leah grabbed Steve's arm. "Who is this? _What_ is this?" Her finger thrust toward the ship.

"This is S.H.I.E.L.D." He smiled. "At least, what it's _supposed_ to be."

Leah relished the feeling of relief, regardless of how fleeting. A smile crept across her lips as she watched the massive hovercrafts depart from Fury's carrier, dozens of empty seats ready to be filled. The agents wasted no time ushering the civilians on board and getting them to safety.

 _Ultron's armed the drill._ Tony's exhausted voice once again came over the comms. _If he gets another hand on it, we're done._

"Then we head for the church." Steve turned toward the emptying streets leading into the city. "We protect the drill at all costs."

"Steve," Leah's voice softened as she reached for him. "I want to stay and help with the evacuation. Without my powers, I won't be of use to you against Ultron, but I can pull people from the destruction he's caused. Besides, if any sentries break away, I'll be able to help protect the people."

Steve held her gaze before nodding. "Okay, but don't be reckless. You get the people on the ships and you get to safety."

 _Are we gonna talk all day or are we gonna get these people off this rock?_ Fury's teasing carried the heavy sarcasm he made no effort to hide.

Steve gave one short nod before running toward the center of the city. Leah's jaw set as she turned toward the bridge, the second rescue craft boarding the people trapped on the city-turned-island.

 _You going to stand there or you going to help? Look around for anyone my guys may have missed, we ain't got all day._

Leah scoffed, shooting a glare toward the main carrier. She didn't know this Fury person was, but he was already irritating her. "I'll head a little further into the city. A lot of buildings collapsed during the fighting, I'll check for anyone trapped."

Turning, Leah ran toward the nearest alley, where rows of apartments had stood just hours before. She called for anyone in need of help but was met with no response. She came to the end of the crumbling buildings, the main street empty and littered with the broken remains of dozens of Ultron's minions. The sounds of battle danced on the ever thinning air, Leah finding herself taking deeper breaths as they rose higher into the heavens.

"Help!" A weak voice caught her attention, calling from another partially collapsed section of apartments at the end of the main road. "Somebody, please!"

"I'm here, I hear you!" Leah yelled, running toward the sound and sliding to her knees before pulling the loose debris away.

It wasn't long before she saw what used to be the roof and wall of a first floor apartment caved in, the wreckage covering a figure.

"I'm here, just hold on!" Leah yelled as she continued to pull the smaller chunks of rubble away. "I'm going to get you out!"

"Did they make it?" A young man came into view as Leah yanked a large piece away. "A young woman and her son, the door was stuck, but I got the window open... Just before the collapse. Did they make it out?"

Leah's hands shot to her mouth to hide her gasp. The young man was on his side, legs pinned beneath the ruins. His head rested on one arm while his other lay limply on the ground. His dark skin glistened red, his stomach penetrated by a jagged steel rod. The ground had grown saturated as he slowly bled, his brown eyes exhausted yet still hopeful as they lifted to find his rescuer. He must have been for hours, drowned out by the fighting.

"I- I don't know. I-" She stuttered.

"Blonde hair," he chuckled, coughing toward the end. "She had blonde hair, and he had a blue jacket. Please-"

"I haven't seen them, which means they prob-" she paused as she saw the color slowly leave his face. "Which means they're safe. I've been fighting, so if I haven't seen them, they must have made it to the evacuation."

The young man forced a smile as Leah moved beside him. His hand shook as he tried not to cough again; they both knew he wouldn't last much longer.

"What's your name?" She asked, grabbing his free hand, focusing on hiding the tremble in her voice as she tried to distract him.

"Ch-Charlie." His breathing grew shallow. "Charlie Spencer."

"I'm Aleah Ringhdal. It's nice to meet you, Charlie."

Charlie coughed once more, blood slipping from the corner of his mouth. "Ringhdal. That's Norwegian. I've always wanted to visit, I hear- I hear- I-"

Aleah closed her eyes as the life faded from Charlie's eyes, his grip on her hand falling limp. Watching an innocent die was harder than she expected. Tears fell from her face as she reached for his eyes, her hand sliding them shut. "I'm so sorry, Charlie. You didn't deserve this, no one here did."

 _Ultron's on the run, we can't let him escape!_ Tony's voice snapped Leah to attention.

No sooner had he spoken, the Quinjet rocketed overhead, Leah instinctively ducking, her arms covering her head. "He's headed for the bridge!"

 _Everyone get to the carriers._ Wanda spoke this time. _I will protect the drill and Pietro can come for me when everyone is off._

Leah stood and ran for the bridge, her pace quickening when she heard the Quinjet open fire. Reaching the end of the ally, she stopped, her eyes finding what she didn't expect: the little boy in a blue hoodie crouching behind an abandoned car.

"Hey!" Leah called, refusing to hesitate before she ran for him. "You shouldn't be out here, it's too dangerous! Where's your mom?"

The boy shrugged, his face filled with fear as he fought the urge to cry.

"Don't worry, I'm gonna get you out of here." She scooped him into her arms and raced for the final evac craft. Her chest tightened, stomach rolling as she struggled with each step.

Horror filled her chest when she heard the gunshots, her eyes rising to see the Quinjet, Ultron, opening fire on her and the boy. Time sped up and came to a halt all at once. She turned, placing herself between the bullets and the boy but felt a pair of hands grab her and push her away. Her head turned, eyes widening as Pietro pushed her to safety, his body where she was seconds before. Without thinking, she grabbed his wrist, falling with the momentum and pulling him behind cover with them. The bullets stopped as a deep roar echoed and the Quinjet changed direction.

"You guys ok?" Thor slid behind Leah, Pietro curled at her feet, his blue suit turning red. "Looks like Banner is taking care of Ultron."

"Take him!" Leah yelled, giving him the young boy before turning to Pietro and rolling him to his back. "Pietro? What the hell were you thinking?"

"I thought I'd try being a hero." He laughed weakly.

Leah stared at his injuries, her hands racing to place pressure on the wound near his side which was bleeding the most. "No! Don't you dare, don't you dare die today! You don't get to leave that easily!"

 _Pietro!_ Wanda's lamenting scream tore through Aleah's mind. She hissed as she buried her head against her arm, struggling to keep pressure on his wounds.

Opening his mouth, Pietro tried to speak, but instead his eyes rolled back, his head falling as unconsciousness overtook him.

"He won't make it to a hospital." Leah's pleading eyes moved to the Asgardian across from her. "We have to do something! He doesn't deserve to die, not like this! He pushed me out of the way, please, isn't there some sort of god magic you can use for him?"

Thor's sapphire eyes drifted to Pietro as he sighed heavily. "There is one thing, but I can not guarantee-"

"Do it!" She pressed against the wound, the blood continuing to slip through her fingers. "Losing him would destroy Wanda. I would never be able to look her in the eye knowing I'm the reason he's dead. Please, Thor!"

Thor's lips formed a thin line. "Very well." He turned his head, staring at the sky. "Heimdall! Prepare the Bifrost! This one is wounded and in need of immediate care!" His eyes moved back to Leah. "You must step back."

"If I release pressure, he'll bleed out." Leah challenged.

"Do you wish for my help or not? We are running out of time!" Thor snapped.

Leah paused, looking over Pietro's unconscious form one final time before removing her hands and falling back, wiping her single tear on her shoulder.

"Now, Heimdall!"

With an immediate response, a kaleidoscope of color shot from above, engulfing Pietro. Leah's brow pulled together as she watched in wonder, the vibrancy of the bright lights forcing her to shield her eyes.

As quickly as it came, the column of light vanished, intricate swirls and patterns burned into the ground and Pietro gone.

"He is in Asgard now. If he can be saved, the healers will see it through. Now you need to get-"

Before he could finish, the ground shifted, and the city altered course from ascension to plummeting downward. Screams and gasps of fearful surprise and shock rang out, Leah scrambling to her feet and grabbing the boy once more as Thor took to the skies.

"Fine, save the people, force my meteor to fall early. I'll still destroy billions." Ultron's voice boomed from the Quinjet as it flew over the city, retreating from the impending devastation. "Try not to miss me too much, assuming you even survive-"

A beastly roar overshadowed Ultron's taunting, a green figure leaping through the air and into the back of the jet.

"Oh, come on!" Ultron cried as another roar rang out.

Pieces of the AI's mechanical body fell from the back of the aircraft as its course evened out. Leah panted as she reached the last craft, placing the young boy in a vacant seat before collapsing in the one beside him.

"Mama!" He yelled as a blonde woman shoved her way through the crowd of people filtering into the seats and buckling in.

Tears fell down her face as she wrapped him in her arms, her brown eyes filled with gratitude as she met Leah's gaze.

 _Sit down and buckle up, kids! We have to get out of here before they blow the city apart._ Fury ordered.

Leah pulled the straps across her chest before closing her eyes. She leaned her head against the seat. "Is it over?" She whispered.

No sooner had they docked in the main carrier, the sound of a massive explosion rumbled through the walls. Voices overlapped, some relieved and others still fearful as the people rushed to the windows in time to see the dust of their vaporized city float away on the wind. A flash of red flew past them, Vision diving for the forest below.

"He's found the last sentry. Once that one's destroyed, Ultron will be gone for good." Wanda sat beside Leah, her arms crossed.

"Wanda, I'm so sorry."

"Where is my brother?"

Leah tilted her head as she met Wanda's tear-filled eyes. "Thor… took him somewhere. His homeworld, I think. I couldn't let him die, Wanda and he was bleeding too much-"

Wanda held up a hand. "Thank you. He lives, he is distant, but I can still feel him. He lives because of you, Aleah." She reached for her friend, wrapping her in a tight embrace. "Thank you."


	8. Feelings Revealed

Sweat dripped down Leah's brow, the stray strands of brown hair not in her tight ponytail clinging to her face. The punching bag swung from the reinforced chain, her breathing matching the rhythm of each swing as her daggered gaze locked on her target. Her teeth clenched as her fist flew forward, rage burning in her chest, fueling each jab.

 _It's been two months since Sokovia. If your powers were going to return, they should have done so by now._ Wanda's apologetic tone floated through her mind.

 _You don't need powers to be a hero._ Steve's voice followed, something he said her first day of training with the Avengers. The words addressed all the potential recruits, but she knew he was speaking to her. _You don't need powers to fight._

Her jaw tensed, she knew he was right, but she still felt empty. Her powers made her valuable, gave her status and set her apart. What was she without them? Tears threatened to slip from the corner of her eye as her swings grew more aggressive.

 _I don't feel like I belong, Steve. Admit it, if it weren't for my training in HYDRA, the Avengers wouldn't have given me a second thought. Without my powers I'm just another spy with firearms and hand to hand training, and you already have one of those; her name is Natasha Romanov._

She remembered the compassion flickering in his sapphire eyes, the sympathy he hid less and less each day. If anyone could understand what she was going through, it was Steve Rogers. Waking up from a decades long slumber and adapting to a completely foreign world? That's not something just anyone could relate to.

"I had a feeling I would find you down here." Steve's voice came from doorway behind her.

Leah swung one more time before catching the bag and steadying it, using the moment to compose herself. "Becoming predictable, am I?" She chuckled turning to see him offering her a small towel.

"Not really. Wanda told me where you were." He admitted, rubbing the back of his neck. "She said you'd been having nightmares again, so I wanted to check on you."

"My whole life is a nightmare," She muttered, wiping her face to hide the stifled sob as she sat on the bench beside the weights. His sigh caught her ear, and she lowered the towel to peek at him, blushing when she caught his humorously disapproving gaze. "What I mean is… When my grandfather told me I was destined for great things, this isn't what I had in mind."

Steve held her gaze, leaning against the wall. "Leah, you know you can talk to me. You can trust me. I won't condemn you for your past."

"You only say that because you don't know what I've done."

"You worked for HYDRA, I can use my imagination."

Her head dropped, her eyes falling to the floor. "I'm just not ready to talk about it yet, Steve. I feel so lost without my powers; it's like I know who i _was_ but not who I _am_." She sighed again, her voice lowering. "At least, not anymore."

"What do you say we get out of here? You sound like you could use a break and I could use some fresh air."

Leah's head lifted with a raised eyebrow. "Am I hearing things or is Captain Never-Breaks-The-Rules suggesting we play hooky today?"

Steve let a small laugh slip, a slight blush filling his cheeks. "Well, when you say it like that-"

"I'll get showered and changed." She stood, unwrapping the tape on her wrists. "What do you have in mind?"

"There's a place about an hour from here where I like to go when I need to breathe and just get away. Meet me in the garage when you're ready."

ii

Aleah stood before the bathroom mirror, fog crawling along the edges of the glass as steam from her completed shower lingered in the air. A white towel wrapped around her head, her eyes locked on her reflection.

Her face seemed the image of perfection, not a single Mark to be seen, but below her neck, her skin lay riddled with scars, some shallow and some so deep it was a miracle she survived. Her finger gently ran along each one, a small line across her shoulder from a knife wound in 1951, a smaller scar on her right bicep from a bullet wound given by a lesser archduke's body guard in 1953. Leah smirked as she remembered the assassination: a young man, overreaching and gullible. When he outlived his usefulness, HYDRA sent them in. She remembered how amusing it felt, the shocked betrayal in his eyes as she fired the bullet that took his life.

 _Them_. She had a partner for most of her missions and they worked together flawlessly. If the Winter Soldiers received your file, your death was all but guaranteed. Leah frowned as her hand moved to her ribs, a wide and deep scar stretching almost to her spine. Her thoughts drifted back to her partner, his midnight hair and soft blue eyes. What had become of him? The memory of their time together blurred, small pieces still missing, but she remembered _him_. "James Barnes," she muttered, her touch remaining on her side. "What happened to you?"

Her hand moved to a small red scar across her other side. _You are nothing without me!_ Dr. Jurgen's furious voice echoed in her mind and the sensation of the white-hot rod striking her body rippled across her ribs. _How dare you? HYDRA saved you when your village burned! You ungrateful little- perhaps this will teach you to leave again. HYDRA owns you!_

Tears welled at the corners of Leah's eyes, her fingers falling to another bullet wound near her stomach. She remembered screaming, strong hands holding her and shielding her as she bled, but not where the scar came from. The one injury that remained hidden.

Two short knocks on the bathroom door startled her, hands instinctively reaching for the razor on the sink.

"Is everything all right?" Wanda's gentle voice came from the other side and Leah sighed as she relaxed.

"Yeah, sorry, I didn't realize how long I'd been in here."

A few moments passed before Leah opened the door, dressed in dark blue jeans and a plain black shirt with long sleeves.

"So, you're sneaking off with the Captain?" Wanda grinned, her tone teasing.

"You make it sound like more than it is."

Puckering her lips and raising her brow, Wanda sat on the edge of the bed as Leah brushed her hair into a ponytail. "I see the way you look at him and how he looks at you. Your eyes light up whenever he says your name and you always have this little smirk when he's around."

Leah raised an eyebrow as she pulled her boots on. "Oh, do I?"

"It's okay. He sees something in you too, I think. He always walks around like he's carrying the world on his shoulders, until he sees you. He relaxes when you're nearby, and he glances at you whenever he can if he thinks no one is watching."

"Oh, but his eyes don't sparkle?"

"They don't, but they come alive when he sees you. He's been through a lot and lost even more, Leah, but when he sees you it's as if it revived a part of him. You seem to ignite something in him." Wanda leaned back, her hands propping her up. "You should tell him how you feel."

Aleah stood, giving herself one last glance in the mirror before she faced her dear friend. "I don't think it's that simple, Wanda. Besides, he's my trainer and… what if you're wrong? Then things get awkward and it becomes a disaster. I finally feel like we're friends and I don't want to ruin that."

"And if I'm right?"

Leah sighed, locking gazes with Wanda as she threw on her jacket. "I have to go. I'm sure he's waiting for me."

ii

Leah jogged through the garage, her boots echoing off the walls as she scanned the rows of vehicles. At the far end she found Steve leaning against one of the cement pillars, his phone holding his attention. She felt her lip involuntarily pull into a grin and Wanda's words floated through her mind. She shook her head and slowed as she approached, Steve shifting to stand upright.

"You made it." He smiled before turning toward the black Harley-Davidson behind him.

Leah's eyes gleamed when she saw the vehicle, her slightly opened mouth shifting to a coy grin.

"Are you okay riding?"

Her head tilted to the side as she looked at him from the corner of her eye. "Oh definitely, it's just that normally when I ride something with this much power, I do the driving too."

A loud laugh escaped Steve, his cheeks flushing red, as a wide smile spread across his face. "I uh- that's good to know." He wagged his finger, the hue in his cheeks deepening.

"Start her up and let me hear her purr." Leah giggled. "Unless that's your line."

With an awkward smile, Steve swung his leg over and started the bike, closing his eyes as the engine roared to life. His lips formed a thin line as he fought to contain his laughter before handing her the spare helmet.

"Where are we going?" Leah called, strapping the helmet on and sitting behind him. Her eyes slipped shut as she wrapped her hands around his waist, the smell of his leather jacket filling her nostrils.

"You'll see." He replied over his shoulder, backing the bike out. "Hang on tight."

ii

Time disappeared as the wind rushed past Leah's face, her hair waving and dancing behind her as her grip around Steve remained steadfast. The wind brought a certain freedom she had nearly forgotten; if she closed her eyes, she could swear she was flying.

Leah hadn't noticed her head moved to rest against his back until she lifted it when she heard the engine shift and their speed lessen. She felt her lips form an expression of wonder as she took in the rows of green trees on either side, a large sign with the words "Welcome To Letchworth State Park" greeting them.

"And we're here." Steve's voice carried his smile as the engine stopped. "What do you think?" He asked as he removed his helmet and ruffled his hair.

"If you tell me we're going hiking, I'm liable to punch you."

"Only a short distance, but it's well worth it."

Leah groaned but followed as Steve led the way from the parking area to a small trail. Her eyes wandered the waving ocean of green beside and above them, the air carrying the distant roar of a waterfall. If she didn't know better, she would say they left New York entirely. As the roar of the falls grew closer, the smell of the water pulled Leah in, pushing her fears and worries away. The trees grew taller as the rocks beneath them formed a jagged wall on each side. As they ventured forward, the climb grew steeper, the path narrower, roots climbing down the rock faces like slender tendrils. Aleah found herself needing to pull herself up each stone step, the worn boulders too high to treat as simple stairs. It became apparent only a few enthusiastic climbers could reach this point and Leah's heavy breaths nearly matched the sound of the now nearby waterfalls.

"Here." Steve stopped at the top of the final step and smiled at her, his eyes sparkling as he held out his hand to help her up.

Leah gasped as he got to her feet and found the majesty before her. Across from them rolled a wall of rapids, the white water falling over the cliff and into the river below. Emerald forestry lined either side, the water clear enough to see the rocks and fish beneath the surface.

"Steve, this is-" her hand slipped over her mouth as she sat under the nearest tree, the mist from the falls glistening against her skin. "This is incredible."

"I thought you'd enjoy it. A couple years ago, when Bucky first came back, and he didn't recognize or remember me, it really messed with my head. Made me question a lot of things, especially once I found out HYDRA had infiltrated S.H.I.E.L.D. and nobody caught on until it was almost too late." He sat beside her and looked over the water. "This was the only place I could find any peace."

"I want to thank you." Leah's knees rose as she hugged them against her chest. "So much has happened and- you took me in when you didn't have to. You, the Avengers, have given me a chance I didn't think I'd have, and for that, you deserve an explanation."

Steve's brows drew together as his attention turned to her. "Leah-"

"No, if I will be a part of the Avengers, then you need to know you can trust me." She inhaled deeply, her eyes closing for a moment. "When I was younger, my grandfather would tell me stories about all these magical things: stones that could alter reality, turn back time, give unlimited power. He told me they had chosen us to guard one of these stones generations ago, and we needed to be ready for the day when a great evil would come for it." She smirked, her eyes darting around but refusing to meet his gaze. "I don't remember how old I was when Schmidt crashed into my grandfather's tower, murdering him to steal the tesseract."

Steve stiffened, recognizing the events she mentioned.

"I only heard voices, my grandfather hid me in time, and I made it back to my home to see my mother dead on the floor nearly buried in fire and rubble. I crawled to her, trying to wake her until I was rescued by a tall man in a German uniform."

"Schmidt."

Leah nodded. "Had I known he murdered my family moments before, I never would have gone with him. But to a young girl who _just_ lost everything? HYDRA looked like the good guys."

Steve moved closer, his gentle eyes voicing his compassion. "You can't blame yourself for that."

"I don't." She smiled to hide the tears she fought back. "I know I had nothing to do with it, but I felt like I owed my life to them. I trained to fight, to _kill_ , and I became pretty damn good at it." She tilted her head to peer at him. "You don't remember me, do you? We've met before."

"What do you mean?"

"The World's Fair, where Howard Stark revealed his flying car, and your friend stopped me from trying to kill him."

Steve's blank expression changed quickly as the memory returned. "That was you?"

"Was my first 'big fish' assassination, and when I failed, I paid dearly for it." Her hand moved to her shoulder, pulling her collar down enough to reveal another scar running vertically down her back. "It was at that point Schmidt decided I needed an edge to realize my full potential and limit future failures. After all, if the super soldier serum worked on an American, it must be safe to try on me, and if it didn't? Well, no big loss on their end. Either they get a super assassin or a guinea pig."

Steve's gaze remained fixed on her, not judgmental but sympathetic.

"The chamber caused my dormant powers to manifest, and I became Icefall. My initial protocol was to take you down, but when you 'died' HYDRA decided I was better suited as an assassin lab rat. When I wasn't out killing people so they could topple governments, I was being experimented on by Strucker senior. and Doctor Jurgen. They wanted to replicate my results, but they never could."

Steve's nose wrinkled in anger and disgust. "I'm so sorry, Leah. I wish there was something I could say. No one should suffer like that."

"What are we doing, Steve?" Her fingers raked through her hair as her head turned to him.

"I'm not sure-"

"You and I, this-" her hand waved back and forth between them. "What are we?"

A flash of red filled his cheeks, his lips pressed into a thin line. "Ah, that's uh… I didn't expect a change in the subject so abruptly."

"I don't want to live in the past any longer than I have to, and I need to know where my future is going, Steve. I need to figure myself out. I know you know I care about you and I'm pretty sure you care about me too, but if this is all there is… I don't want to waste time playing games."

Steve sighed, nodding his head. Several moments of silence passed before he finally spoke. "I care about you, Leah, but-"

"But not in that way." She interrupted, tearing her gaze away and overlooking the falls.

"No, I didn't say that." Steve's tone softened, his sapphire eyes remaining on her. "Aleah, there's something I need you to understand. When I became Captain America, I didn't expect to be frozen for seventy years. I thought I'd live a normal life after the war, you know, get married, have a family. When I fell in love with Peggy, I expected to spend my life with her."

Leah's eyes darted to the sudden touch on her arm before her eyes rose to meet him.

"When I woke up, Peggy was old enough to be my grandmother. She had lived her life, and I'm glad she did, but I resigned myself to the fact she was _it._ I knew I wouldn't find someone I wanted to feel that way about again, I wouldn't meet someone I could care for so deeply, and I was fine with that. But then you came along."

"What are you trying to say?" She whispered.

"I care about you, Aleah, more than I thought I would, but I'm not ready act on it. I need time to figure this out."

A soft smile pulled at her lips, her hand moving to rest on his. "Tell me about her."

A chuckle lightened his features as he pulled his hand back to reach into his jacket liner's pocket. "I still have this picture that was taken during the war. I had just finished storming a HYDRA lab and freeing Bucky and his battalion. Peggy was the only one who believed I could do it, the General wanted me court marshalled." Pulling an old black and white photo out, he pointed to the woman with dark curls standing between two men: Steve and another man with worn features and equally dark hair as the woman. "This is Peggy, and this is-"

Leah's face paled, her eyes widening as she reached for the photo. "James." The name whispered, barely audible from her lips. "His name is James Barnes."

"H-how do you…?"

"Is this your friend? The one you call Bucky?"

"Yeah, but how do you know that? Aleah, what's going on?"

Leah blinked rapidly, visions of memories running through her mind. She knew this man, she had known him all along and never realized it. Her memory settled on a vision of the two of them holed up in a crumbling building, a sniper's perch. Snow dusted the edges of the glassless windows, the rooftops below blanketed in white.

 _Moscow is great and all, but for once I'd like to go somewhere nice._ James leaned against the stone wall, his rifle in his lap.

 _We're not here on vacation, James, we're here on orders._ Leah peered through her scope, making small adjustments as she did so. _Even if we were sent somewhere tropical, it's not like we could sunbathe and swim with dolphins._

James laughed quietly, a soft smile lighting his features. _Seriously, Leah, if you could go anywhere, do anything you wanted, where would you go?_

 _I don't see how that matters. HYDRA doesn't exactly offer retirement plans and dreams do nothing but get crushed._

 _I think I'd go to Romania. Constanța, specifically. Beautiful city right on the beach of the Black Sea, and Romania has some of the best plums you can find._

Leah grinned, cocking her head to look at him, her smile widening when she saw his own grin. _Plums? Really?_

 _Yeah, you know, get a little place right off the water but not too far from town. Fall asleep to the waves every night. That's the dream, anyway._ He sighed, the corner of his mouth pulling up. _There's a small cove a couple hours outside the city, hard to get to but worth the hike. Great place to lay low if you ever need it._

 _And how do you know about it?_

James leaned forward, licking his chapped lips. _It was an accident, actually. Do you remember the mission-_

"Aleah!" Steve's hand gave a firm shake on her arm, snapping her out of the memory. "How do you know Bucky?"

"I….we were partners. They always sent us on missions together, but I never knew him by that name; he was always 'James'." She straightened, her eyes darting back to the picture in her hands. "You said he's alive?"

Steve nodded. "But he's gone ghost. We've been looking for over a year with no luck."

A knowing smile spread across Leah's face, her eyes igniting. "I know where he is, and I know how to find him."

ii

"Tell me again why we couldn't take the Quinnjet?" Leah whispered as she leaned toward Steve, trying to stretch her legs beneath the seat in front of her.

"Buck isn't on the best terms with the American government or half the Avengers, Tony especially. A commercial flight is the best way to check this lead out without tipping anyone off."

"It's not a 'lead', Steve. I'm telling you, he's there. He always said this is where he'd come if HYDRA offered retirement packages." She simpered.

Steve shrugged, looking out the window. "Sounds like something he would say." He sighed, his eyes scanning the city below; it wouldn't be long before the plane descended. "Look, Leah, about the other day at the falls-"

"Don't worry about that." She waved him off and plastered a smile on her face. "I understand, really. I don't want things to be awkward between us."

Steve glanced at the armrest between them, their sleeves pressed against each other. He pursed his lips before turning back to the window, his gaze drifting and his thoughts with it.

ii

"When you said 'a couple hours outside the city', I didn't think you meant literally." Steve groaned as he followed Leah down a craggy stone embankment. "It's no wonder nobody knows where this place is."

"If you think about it," she called over her shoulder, "it's the perfect hiding place. Anyone coming for you would have to do so by air or climbing down these rocks. Either way, it's incredibly defendable."

Their boots sank into the ground as they dropped the last few feet into the soft sand below. The waves lapped against the shore, the setting sun casting its light across the water as the sky above swirled with brilliant pinks and golds. The obsidian stones curved around the beach, creating a small, secluded area that was as romantic and beautiful as it was strategic.

"Leah, are you sure about this? The sands are completely undisturbed, and it doesn't look like anyone has been here for a while."

"No, there." She pointed to a section of the wall a short distance away. "Look at the sand. It's been smoothed by an outside force, you can see how the sand is packed down." She turned, walking backwards as she spoke. "I will check it out, HYDRA operatives are trained to be resourceful, there could be something we can't see yet."

"How did you even see that?" Steve shook his head as she jogged ahead. He gazed across the water, a disappointed sigh exhaling through his nose when he heard shallow footfalls. "Find anything?" He waited, but received no answer. "Leah?" He straightened, his body tensing when he looked back and saw no sign of her. "Aleah!"

The sound of a gun being cocked echoed from behind Steve, followed by a low voice. "Who sent you?"

"Bucky?" Steve whispered before he slowly turned, head down but eyes focused on the speaker.

"Steve?" The man frowned in disbelief, lowering his handgun as his cerulean eyes widened. "I don't understand, how did you find me?"

"I had help from an apparently mutual friend of ours." Steve smiled, "It's great to see you, Buck."

"Hey Steve, there's a huge cavern over here!" Leah's voice came from behind the rocks. " It looks like it's been lived in for a decent amount of time, too-" Her voice trailed when she emerged, finding the two men standing beside each other.

"Oh my God." Bucky's eyes lit up, his scruffy jaw falling slack as the weapon fell from his hand before he bolted forward. His eyes glistened as he reached her, his hands gripping her arms as his incredulous gaze wandered her face. "I thought you were dead." He breathed. "Oh God, Leah, I thought you were dead!"

Before she could respond, Leah felt his hands move to hold her face, his lips pressed against hers with passionate force. The concept of time faded as the holes in her memory filled, familiar touches, tastes, smells flooding her senses as images of stolen kisses and bodies intertwined played through her mind. Memories of love and pain, hope and despair, courage and brokenness filled her, flowing down her cheeks in the form of hot tears. This was James. This was _her_ James.

After a moment, Bucky pulled away, resting his brow against hers, his eyes closed as he tried to control his trembling voice. "Leah, I'm so sorry. I thought I'd lost you. When I saw Steve-"

Leah's eyes snapped open, her head lifting as she backed away and looked behind him. "Steve!" Her heart sank when she found his back to them, walking back to the place they climbed down. "Steve, wait!" She yelled, running to catch up.

Slowing his pace but refusing to turn to her, Steve placed his hands in his jacket pockets. "Partners, huh? Did you conveniently forget to mention your partnership extended past that?"

"Steve, please, it's not like that." She reached for his arm, but he pulled away. "I didn't remember that- I didn't remember how I felt- how he felt-" she stammered, her mind still trying to make sense of the situation.

"You know, this is my fault. I should have known it was all an act, I never should have let my guard down around you."

Sadness clouded her features as her brow drew together. "You don't mean that, you can't. Steve I didn't lie, I swear, everything I've said, I meant. What I said at the falls-"

Steve scoffed, his head shaking. "The falls. You know what, Aleah? This was a mistake. I knew you were HYDRA, I don't know why I thought you'd be any different. I mean, they raised you, you said yourself they were your family for years, lying is in your blood."

Her nostrils flared and her eyes blazed with fury to hide how deeply his words wounded. "Im the liar? What happened to 'I won't condemn you for your past. You can trust me'? I thought of _all_ people, you would understand, or at least be willing to try."

"Understand what? That you're my best friend's girl? That you've known where he was all along and you 'forgot'? Or didn't recognize his name because I called him Bucky?" He placed his fist against his lips, turning away to compose himself. "You know what? It's not worth it. I don't think you'll be a good fit for the Avengers after all, Aleah."

Leah's lip curled into a snarl. "So that's it? After everything, this is how it ends? You write me off just like that?"

"I guess so."

"Tsk" Leah expressed her anger with a simple sound. Her vision blurred as the sting of threatening tears filled her eyes.

Without casting a glance back, she returned to Bucky. He stood just out of earshot as Steve ascended the embankment. "What was that about?" Bucky's brow furrowed as he placed a hand on her arm. "Leah, are you all right? That looked pretty heated."

"Yeah," she sighed, faking a smile as she lifted her eyes to see his concern. "He felt his presence would draw too much attention if he stayed here. Now that he knows you're safe, he uh-" she turned her head to steady her voice. "He said he'll be in touch if you need anything."

Bucky lifted her chin before his touch moved to her back in a silent offer of safety and comfort. "Darlin', you've never been able to lie to me, and Steve wouldn't just leave after everything that's happened."

Biting her lip, Leah leaned into his chest, his arms slipping around her. "Then call it irreconcilable differences and he didn't want to stick around."


	9. The Hunt Begins

Soft caresses by loose strands of hair pulled Leah from her restful slumber. Eyes fluttering open, her vision blurred as she tried to focus on the walls of the empty cavern. The soft grains of sand wrapped around her fingers as they dug into the ground in a stretch, her back arching as she sighed.

Despite the strength of her wish against it, the day before hadn't been a dream; Steve said what he swore he never would and left her behind. She frowned, the pain she caught a glimpse of in Steve's expression replaying in her mind so deeply contrasted the way James's kiss caused her heart to soar. Her stomach churned with confliction as she sat up, her gaze settling on her leather jacket and boots across from her.

"Oh good, you're awake." James's voice echoed from the entrance, the small tinge of joy mirrored in his grin.

"Yeah, I was– taking everything in." A smile tugged at her lips as she watched him enter, the sunlight glinting off his metal shoulder.

A grin stretched across his rugged face before he lifted a plumb to his lips. "Not how you expected to wake up, huh?"

"Just takes - getting used to." Her sleep laden gaze reached for him from the corner of her eye, her head lowering.

"You want to talk about it?"

She shook her head and shrugged. "Nothing to talk about. I thought I knew him better than I did. I thought I could belong in the Avengers, but he was right; I'm HYDRA, always will be HYDRA."

"Leah, that's not true." Taking another bite while leaning against the wall, his eyes studied her. "If you were HYDRA, you wouldn't have been able to set foot in that tower. Steve saw something in you worth redeeming, otherwise he would have let you get locked away."

"And what makes you say that?"

James chuckled, reaching into his pocket before approaching. "Because he wouldn't have gotten you this if he didn't."

Taking the object in his hand, Leah frowned at the small black box. "What is this?"

"Open it and see." He sat, his shoulder nudging her.

Curiosity danced on her fingertips as they traced the smooth edges of the box, the leather surface soft against her palm. Lifting the top, the box popped open to reveal a necklace with a small silver snowflake hanging on a delicate chain. A small note stuck to inside of the lid: _You are who you_ _choose to_ _be._

Flashes of their conversation at the falls rolled through her mind, his kind blue eyes and a warm smile caused an involuntarily smirk. Perhaps if they met before HYDRA before Strucker and Schmidt and the experiments. Maybe then she could have been more–she could have been a hero.

"Leah, was there something between the two of you?" The hurt in his question sounded all too familiar, a weight sinking on her chest.

Eyelids fluttering, her mouth opened, but the words caught in her throat. She should have expected this. "James I–" conflicted, she sighed heavily, dreading his reaction. "I don't know. I mean, there might have been, _eventually_ but… it doesn't matter. He's still in love with some woman from the forties and I can't even get ahold of my _own_ emotions." She stood, twirling her wrists, voice trembling but rising as she struggled to remain composed. "The only reason I even thought there could be something was because I couldn't remember– _didn't_ remember you or how I felt, but when you kissed me, it all came flooding back and–"

Firm hands wrapped around her wrists and pulled her close; warm lips silenced her ramble. Shoulders dropping, her body relaxed as his grip released, hands moving to her face while her own found their way to his chest. The cold metal against her cheek pulled distant memories closer, comfort and safety calming the unstable storm within her mind. James had always been her shelter; he understood when she couldn't find words and loved her through every dark hour. Her blood-stained hands bore no consequence in his eyes; he had only ever seen _her_.

"I looked everywhere, Leah." James's brows knit together, his forehead resting against hers. "I searched for you for years. Had I known where you were, had I looked harder," he frowned, a small tremble in his inhale. "I thought about you every day, and I never stopped loving you. I'm so sorry, Darlin'."

Emerald eyes lifted, soft hands holding his stubbled face. Warm compassion spread on her lips, his pained expression turning to her touch as he reached for her hand.

Small kisses trailed from her palm to her wrist, her eyes slipping shut as he pulled her closer with each one. The smooth touch of his metal fingers wandered down her back, his soft lips moving to her neck without protest. A shudder raced down her spine, the pads of his fingers dragging along her arm as his rustic scent filled her nostrils. Lulled by his movements, Leah nearly forgot the decades spent separated. The memory of him still fresh; his controlled strength and gentle love igniting a passion she has thought long forgotten.

Wrapped in his arms, the chaos within subsided as they became one. For now, she was home, she was loved, and the world made sense.

ii

Determined footfalls echoed around the empty room, Wanda sitting up from her reclined position on the couch. Brows pulling together, she watched the hall, her head tilting when Steve turned the corner.

"Steve?" Her frown deepened when he refused to slow, responding with only a glance. "Wait, where is Leah? Did something happen?" Placing her book on the couch, Wanda stood before following him.

"She stayed behind." Steve turned toward her, his flat tone hinting at disappointment.

"Why? What is going on?" She pulled her soft crimson shawl closed before crossing her arms, concern wrinkling her forehead.

"She lied, Wanda, about everything." He paused, watching her concern shift to disbelief. "She's known where Bucky was this whole time, she saw a weak point and did what she was trained to do: she exploited it."

"I don't understand, Leah would never-"

"She's HYDRA, Wanda." He snapped, has hand stiffly aimed toward her. "She played us, played _me_ , all to get close-"

A single brow lifted with insult, Wanda's weight shifting as she leaned back. "You can't honestly believe that? You think she faked it all? Everything she went through to prove herself to the team? To _you_?"

"She lied about being partners with Bucky, and tried to hide their relationship. Who knows what else she lied about."

"You should be ashamed." Voice wavering into a growl, a snarl pulled at the red-head's lips. "You are a hypocrite, Steve Rogers. You tell us we will not be judged for our past, yet you cast her out when she is most vulnerable. My brother and I were HYDRA as well, will I be thrown to the streets?" Arm straightening, her finger flew toward the window. "What Leah felt for you was genuine, as was her lack of memory concerning your friend. She trusted you, but when it came time to prove where you stood, you failed her. What sort of leader does that make you?"

"I had to do what was best for the team. I don't expect you to understand."

"No, you had to do what was best for your foolish ego!" Red light flickered in her eyes, fists held at her side. The power swirling in her chest begged release, the warmth slithering along the length of her body. The Avengers were supposed to be different, they were supposed to be better.

"Wanda." His softening tone betrayed him, his eyes falling to the floor.

Anger quelled by his momentary vulnerability, Wanda eased. "It hurt you."

His gaze remained lowered, his jaw set. "It's too late. There's nothing to do but move forward; it's only a matter of time before the next threat shows up and we need to be ready for it. We can't destroy an entire city every time we fight."

"No, you're wrong." She shook her head, backing away. "Leah deserves better. I won't abandon her even if you do." Turning on her heel, she marched toward the elevator at the end of the hall.

"Wanda, wait, where are you going?"

"To find my best friend."

ii

Crashing waves outside the cavern echoed the steady thrum of James's heart against Leah's ear. Fingers tracing lines against his chest, she sighed contentedly as his fingers stroke her hair.

"It's been thirty years today." Words a near whisper, Leah's face pressed against his him

James paused before straightening, moving to a reclined position against the cavern wall. "Leah, don't. Don't do that to yourself."

"I can't help it, James. It's a memory that will haunt me forever; how I failed to protect–" Voice cracking, a lump formed in her throat the words choked from her.

With a sigh, James lifted her chin, a small kiss on her lips before speaking. "Darlin' they're all dead. They can't hurt us anymore, they can't take this away."

Leah's chest tightened, distant echoes of memories better forgotten now resurfacing.

 _Shit! I'm hit! I'm hit!_ The round scar on her torso stung with the memory, her body writhing in the phantom discomfort.

 _Leah, you're losing too much blood_ James had tried to hide the panic in his voice, but she knew better. She knew what was happening before she blacked out, the sound of gunfire echoing as she faded.

 _The specimen will do wonders for our research._ Dr. Jurgen's voice had greeted her as consciousness returned. _Clean her up. The Baron will want them ready for reconfiguration as soon as possible._

"Strucker's still alive." Hatred drenched the statement, prompting James to sit upright as her emerald gaze lifted to meet him. "He's as guilty as his father, and as long as he lives, HYDRA could come back."

"What are you thinking?"

"They trained us to be killers, they made us monsters. Let's show them what happens when the monsters have had enough." Reaching for her clothes, Leah shifted to a mindset she had thought lost; emotion faded, task accepted, she shoved the box with the necklace into her jacket pocket before facing James. "Let's go home."

ii

"Okay, let me get this straight." James leaned forward, glancing around the outdoor cafe from beneath his baseball cap. "We're in Norway because that bakery is an undercover weapons cache believed to still be active."

"If Strucker is trying to keep the program alive, and I have no doubt he is, then this is where he would have come." Crossing her arms, Leah stared at the small shop in the square. "Besides, even if he hasn't been here, I'm done standing by while HYDRA desecrates my home."

James tilted his head, a single brow raised.

"This was my home sixty years ago," one hand lifted to push her long braid over her shoulder. "Before Schmidt murdered my grandfather and burned everything to the ground."

"Sweetheart, I understand where you're coming from, but you're talking about starting a war."

"No, I'm talking about killing the rest of the disease before it spreads again. If we take out Strucker, the program dies and HYDRA with it."

With a sigh, James leaned back, his fingers interlocking behind his head. "At least promise me you won't be reckless."

A coy grin stretched across her face. "It's like you don't know me at all, love. Shall we get started?"

A small bell chimed as they entered the simple shop, a young gentleman stood behind the counter with his head down.

"God ettermiddag!" _Good afternoon_ He greeted, placing the small book down and lifting his almond gaze to meet them. "Hvordan kan jeg hjelpe?" _How can I help?_

Emerald eyes wandering the walls, Leah approached the counter. A small black mark peeked from the beneath his shirt collar: the edge of a curled tentacle. "Baron Strucker lässt grüßen. Hast du was wir brauchen?" _Baron Strucker sends his regards. Do you have what we need?_

The courteous smile faded from the clerk's lips as he assessed the two. "Identification."

"Identification number 00165: Codename Icefall."

His gaze lingered on her a moment before his attention turned to James standing behind her. "Identification."

Unease flickered in his glance to Leah before stepping forward. "Identification number 00172: WSO (Winter Soldier Operative) Barnes."

A pause lingered, the man's hands slipping beneath the counter before he moved to the door and flipped the open sign. The latch clicked as he locked the door and walked behind the counter. "This way."

James's gloved metal hand pressed against the small of her back, a protective maneuver conveying his distrust. "This doesn't feel right."

Leah sighed, refusing to look at him. Something in her agreed, this seemed too easy.

Following attendant to the back of the shop, they watched as he stood before a tiled wall, his hand pushing one of the square porcelain pieces aside to reveal a black screen. The man placed his hand on it, the screen coming to life as a green light illuminated his hand. A soft beep confirmed authorization before he stepped aside.

Leah grinned, the old thrill stirring inside as the wall sank back and slid to the side, revealing a room filled with weapons and tech. White lights behind each row of weapons illuminated the prizes, drawing her in with anticipation.

"The latest tech, issued to all our highest-level operatives. Whatever you need for your assignment exists here. Your preference, _agents_?"

The two explored the pristine showroom, hands running over the variety of arms from concealed handguns to grenade and rocket launchers. The beginning of the hunt had always been Leah's favorite part. Excitement danced on the corner of her lips, her heart thundering as her mind explored the different uses each weapon had.

"What are these?" James tilted his head as he reached for a small black band, a single red light in the center.

"The latest design of stealth carry. Inside the bands is a 9mm, vibranium infused glock."

"How do they work?" Leah's tone fluttered with intrigue as she joined James, handling the second band on the display.

"One places the band on their wrist and positions their hand to hold a weapon. The bands register the motion and it forms in your palm."

Turning the technology in her fingers, Leah smiled as she placed the band on her wrist. With a flick of her hand, the tech whirred and squeaked, splitting and morphing until a lightweight Glock rested in her grip. "This is incredible." Opening her hand, the weapon folded on itself once more until it again appeared as a simple black band.

"For you, operative Barnes? There is a wide variety of long-range weapons as well as heavier firepower, depending on your target." With the press of a button, a panel along the far wall turned, a modified m16 with a vibranium infused body displayed. "Also, the latest model. Infrared and thermal view scope, while the weapon itself utilizes a combination of technological advancements, making it lightweight and deadlier at longer ranges than military grade."

"Well damn." James muttered, lifting the weapon from its mount, hand running over the matte black surface.

"Your preference of weaponry is very clear in your file. The Baron was quite specific in his instructions for your _accommodation_."

Head snapping up while heart leaping into her throat, Leah whipped around. "What did you–" widened eyes watched as the attendant stepped out of the room, hand pressed against the wall. "No!"

Without hesitation, Leah bolted toward the door, each step fueled with all her strength. Diving through the opening, Leah's hands found the man's neck, the two tumbling to the ground as the door slammed shut behind them.

Fury blinded her as she straddled him, fist crashing against the bridge of his nose while her other hand held his shirt collar. "Open the door!"

The man chuckled, spitting blood from his lips. "Nein."

Nostrils flared, the grip around his cotton shirt tightened, her own nails digging into her palm. If only she still had her powers. "Where is Strucker?"

A cocky smirk met her in response.

A growl ripped from her throat, her fist landing another blow against his nose, breaking it. HYDRA trained their operatives to resist torture, resist interrogation; she could beat him within an inch of his life and he wouldn't cooperate. "Fine." She sighed, standing and moving back.

A gruff laugh accompanied his dark scowl, "You've lost, traitor."

With a flick of her wrist, the band unfolded, Leah's fingers wrapping around the smooth grip of the weapon resting in her palm, finger caressing the trigger. "What did you call me?"

"Hail HYDRA."

"Fuck HYDRA!" Leah roared, the gunshot echoing through the room as the white floor turned red, his body falling limp in his own blood.

Eyes slipping shut, her grip released as she focused on steadying her breathing. Strucker had known they were coming, _expecting_ it. But how? She didn't recognize the operative she now dragged to the touchpad to release James; did Strucker plan on this from the moment he escaped the first time?

"Leah, are you okay?" James's voice cut through her thoughts. "That was too damn close, I told you something was off."

"I'm fine, but we need to get out of here. Someone had to have heard the gunshot. We can talk about this later once we're safe."

"Well." James groaned, lifting the black bag of weapons he gathered over his shoulder. "I'm open to suggestions. I took everything I could in there."

Lip between her teeth, Leah wandered into the kitchen, hand sliding along the smooth chrome surface of the preparation stations. "I've got it." She stopped, tapping her heel against the panel beneath her boots. "Do you remember how I told you there were miles of tunnels beneath this place?"

James nodded.

A smug grin lifted her expression before she shoved the mobile stations aside to reveal a latch in the floor. Kneeling, her fingers curled beneath the flooring before lifting it to reveal the escape they desperately needed. "You grab any grenades?"

He smiled, pulling one from the bag.

"Good. These are gas stoves–"

Distant sirens cut her off, both their attention turning to the front of the shop. With a nod, they moved in unison, turning every knob and opening every valve; it was not long before the noxious fumes filled the room.

James entered the hatch first, Leah handing the bag down before grabbing the door of their escape. With a smirk, she pulled the pin and rolled the grenade across the floor before closing the hatch behind her. The hunt had begun.


	10. Taken

A/N

Thank you all for your kind comments and feedback, as well as your patience! It means the world to me! Work was CRAZY the last month, but I'm hoping and planning on having more regular updates from now on!

ii

"Steve?" Nat's voice echoed through the hall, bringing tension. "You'll want to see this."

Upon entering the lounge, Steve found Natasha's steely gaze waiting. She didn't need words to direct his attention to the screen across from her, the volume increasing as he moved across the room. A certain sense of unease whispered across his mind, the hair along his neck standing on edge. A news reporter stood before a smoking pile of rubble while various firefighters and police officers worked to assess the damage.

"They're calling it a gas leak." Nat pursed her lips, a single brow raised as she shook her head.

"Why are you concerned about a gas leak explosion in Norway? Do you think it was a terrorist attack?"

Nat's tongue ran over her teeth, a subconscious tick to hide her irritation. "A few fatalities, a couple dozen injured; no, I think it was someone sending a message."

"Like who?" Steve frowned as he watched Nat's fingers move rhythmically across the keyboard before the screen responded with still images of the building. "I still don't understand what prompted you to dig into this, Nat."

"I'm naturally suspicious." She shrugged, looking at the screen while tapping a few more keys. "They look familiar to you?"

Brows pulled together, Steve tilted his head as he stared at the enhanced images: a man in a baseball cap and a brunette woman. "Leah and Bucky." His chest tightened as his heart sank. "I don't get it, why would they blow up a bakery and half a shopping plaza?"

"I wondered the same thing, so I did some digging." A few more strokes across the keys before the images minimized to reveal 3D blueprints of a building, hollow tunnels running beneath. "Turns out, this place was a HYDRA hotspot for weapon smuggling during the war. There are hundreds of miles of underground tunnels running all over the city and beyond." She sighed, her tongue pushing against her cheek. "My guess? They knew that and blew it up intentionally." Facing Steve for the first time, her arms folded over her chest. "They're declaring war, Steve, and it's only a matter of time before we have to get involved."

"They're going after Strucker." Steve said with reluctance. "Find Sam. Tell him to meet me at the jet."

"Steve, you can't take them on alone. It's obvious they don't care who gets hurt and you and Sam won't stand a chance on your own; they're beyond reasoning with."

Lips pursed, Steve paused. "We will not fight unless we have to. Besides, Wanda left to find Leah a week ago, I have no doubt she's close if she hasn't found her already."

"Steve-"

"And don't tell Tony. The last thing he needs is more ammo against them."

ii

Boots against the stone and jingling buckles filled the dimly lit tunnel, two flashlights the only source of illumination. Moving in near darkness had always caused disorientation, the mind easily forgetting whether it was day or night, if minutes had passed or hours; for Leah it was the perfect chance to plan their next move.

"Leah, can we talk about what happened back there?" Bucky's concern interrupted her drifting thoughts, the duffle bag dropping to the ground as he stopped.

"There is nothing to talk about, James. I told you, I'm fine." A lie wishing to be truth. She wanted to be fine, but she needed to scream, to escape.

"You shot him in the head point blank before blowing up half the city block, Leah." The light moved as he planted himself. "You're not this sloppy; either you're angry about something or you're trying to get caught."

"I'm _angry_?" She turned, her words dripping with sarcasm. "Are you serious?"

"Yes, I am ." he said, studying her guarded silhouette. "What _are_ you so angry about? What's making you throw all sense out the window? Because if this was truly about Strucker and only Strucker, you would follow your training."

Nose wrinkling as her upper lip pulled into a scowl, Leah seethed. He was right.

"Is this about Steve?" His softened voice did little to hide the apprehension in his question; a statement veiled as a question.

She didn't need to see his face to understand his suspicion. The love she still held for the Winter Soldier was undeniable, but so was the fact things were different. "It's not Steve." She sighed, a short but determined huff. "It's what he said and- and the fact he was right."

"What do you mean?" He shifted again, setting the bag and light beside him.

"I tried to be a hero, I tried being an Avenger, and what was the result? I lost my powers and got a city obliterated."

Leah hadn't noticed his approach until gentle hands wrapped around her arms. "Darlin', Sokovia was not your fault." Her head lowered, his compassion intensifying the guilt plaguing her. "Losing your powers? You couldn't know that would happen, and I don't think Wanda did either. Your powers, your past, they don't-"

"I swear, if you say they don't define me and I choose my destiny, I will punch you in the face." Her head lifted with an eyeroll while the corner of her lip twitched. He meant well, and that was one reason she fell in love with him; he never let her suffer alone. "James, I love you for trying to make me feel better, but please, let me figure out how to deal with this shit show that is my life. Let me be angry. I need to be angry."

"Leah, I love you too much to sit back and do nothing. That's why I'm here, making sure you don't get yourself killed."

"Then walk through it with me, but let me deal with it in my own way in my own time." Head tilting forward, her spirit quieted when the scruff on his jaw brushed against her brow. "Please."

A soft breath pushed through his nose, arms wrapping around her before a gentle kiss nestled against her temple. "Til the end of the line, Doll. No matter what."

Leah soaked in the moment; she wanted to let it go and release the fury driving her, but what would she have left? Killing Strucker may not bring back what she lost, but it would help her sleep at night to know that monster could never strike again.

"How much farther?" James's voice echoed as he turned, slinging the bag over his shoulder and picking his flashlight from the ground. "It feels like we've been in these tunnels for weeks."

"Not far." Leah straightened, tightening her ponytail. "There's a ladder up ahead that leads to an exit outside the city. We can get our bearings from there and then decide our next course of action."

ii

The metal plate moved aside with relative ease, a calm breeze whistling over the exit. Leah climbed out first, Bucky's gaze falling from her disappearing figure to the darkness at his feet. He knew this anger, even if she didn't; blaming the world for a hurt you couldn't control. Weeks later Steve's words still haunted her, clouding her judgement. She continued to question her identity, burdened by the uncertainty.

With a sigh, James ran his fingers through his hair; he wanted to be wrong, he wanted the love of his life back, but the more they traveled, the more he realized that was a distant dream. Her love was genuine, but each time she looked at him, her eyes held confusion, her voice convicted when those three words formed on her lips. Her heart was adrift even if her mind said otherwise.

"Shit." The single word came from above before an audible collapse.

"Leah?" Bucky stepped to the base of the ladder, squinting as the daylight greeted him. "Aleah!"

Heart quickening and sweat forming along his brow when he received no reply, Bucky climbed the ladder with haste. Why wasn't she answering? He should have followed her instead of dwelling in his emotions; he's a soldier and soldiers don't get hung up on _feelings_.

"Leah!" Urgency raised his voice as the daylight's full intensity blinded him.

His vision had little time to focus as he neared the top, a downward stroke smashing the stock of a rifle against his face. Pain radiated across his face while his vision blurred. Blood trickled down his nose as his grip on the rung loosened, the bag falling from his shoulder to the ground below. An ambush?

"Get him out!" A gruff voice commanded as several hands wrapped around Bucky's arms and pulled him onto the soft grass. "Package one secure, get the escort party ready. Package two will follow shortly."

Dazed and struggling to focus, Bucky blinked repeatedly, his blurred double vision clearing enough to see Leah a short distance away. Her body limp, two men in black shoved her into an unmarked SUV while a third hooded figure supervised. Adrenaline surged as anger boiled in his chest; this had to be HYDRA.

"Leah!" Forced to his knees, Bucky fought against the grip restraining him. "Let her go!"

"Quiet!" The graveled voice spat before the rifle slammed into his face again.

"Dart him if you wish to shut him up!" The voice in the distance both froze the Winter Soldier's blood and caused it to boil; he knew that voice. Head throbbing and vision spinning, Bucky forced himself to focus on the tall man in a dark overcoat obstructing his view of Leah's unconscious form.

"Strucker." The bitter name slipped from his tongue, burning like acid as it fell from his mouth. "I'll kill you! I'll kill you if you lay a hand on her!" Renewed vigor surged through Bucky's body as he pulled free of his captors.

Instincts once dormant controlled Bucky's movements as the soldiers clamored to subdue him. The first punch flew upward, breaking the nose of the first soldier before his elbow colliding with the eye of another; these four men were armed and he could offer no pause for them to act. Metal fingers closed around the collar of the man in front, Bucky's aggression vaulting him into his comrade. Without hesitation, a swift kick crippled the last man, the rifle falling from his grasp as he cried out and clutched his knee. Monstrous fury burned in Bucky's eyes as he glared at his opponent. "Big mistake." With a final and forceful kick, Bucky watched the man collapse before turning to the true source of his ire.

A cocky grin spread across Strucker's face before he glanced to the hooded figure. "You know what to do."

"No!" James screamed, racing for the vehicle. "No, Leah!" Fury pounded in his chest, his heart threatening to burst; he knew what would happen to her, he knew HYDRA would not make the same mistake twice. They would not suffer a weapon capable of disobedience.

The hooded figure waited for the SUV to pull away before facing him. Eyes blue as the ocean and cold as ice pierced him. A mask covered the lower half of their face while the edge of the obsidian coat brushed the grass. This was no ordinary soldier, but Bucky didn't care; it was another obstacle between him and Leah.

"What are you waiting for?" The figure called, the voice feminine and commanding as her arms raised. "She's getting away."

"Where are you taking her!" He demanded.

The female assailant cocked her head, the wind stirring around them. Nothing but green grass and a solitary road for miles; Leah's rescue depended on Bucky alone.

"You should surrender. The doctor doesn't like her toys damaged."

Fists clenched, Bucky snarled. Leah was destined for a lab, but where?

There was no time to form a reply. The woman's attention moved to the clouds, her hands thrown up as a red sphere of energy collided with a wall of wind. The resulting gale forced Bucky to shield his eyes, his boots sliding back across the ground.

"Well, this just became interesting." The agent held a hand to her ear. "I have Scarlet Witch on the field. Permission to apprehend?"

Falling from the sky like a comet, a red-haired woman landed a few feet beside him. The same red aura swirled around her arms and filled her eyes; her presence rivaled every force of nature Bucky had ever seen and matched Leah's description of her best friend perfectly.

"I dare you to try." Wanda shifted, her arms moving rhythmically as the light in her palms strengthened. "Tell me where you took Leah."

The breeze intensified as the woman removed her hood and mask. Her near black locks graced her shoulders, the sun highlighting the deep mocha waves. A patronizing smirk curved across her lips. "Why don't the two of you come with me and find out."

"Who are you?" James stepped forward. "What do you want with her?" Every second spent carried Leah further from him.

Turning to him, his opponent threw her arms from her side and bowed. "My name is Tempest, agent of HYDRA. But you already knew that." Her eyes flickered to the empty road before she moved closer. "The Winter Soldier, Scarlet Witch, and Icefall are all investments HYDRA would like returned to their control."

"Sorry to disappoint." Wanda snarled, crimson light enveloping her hands. "But that's not going to happen. Tell me where you've taken her. _Now._ "

Eyes shimmering as the wind swirled around her, Tempest's hands lifted from her side. "I was hoping you'd fight."

"Hey, Wanda, right?" James spoke softly, stepping beside her. "Think you can keep her busy?"

"Can you ride a motorcycle?"

The question seemed odd until his focus moved behind Tempest: the soldiers he fought were meant to ride as escort for the main vehicle, and with their riders unconscious, the perfect opportunity for rescue emerged. Wanda didn't need to say more.

Fingers curled, Wanda's arms straightened, the same red energy coiling around their adversary. "Find her!" She called, the bike roaring to life. "I'll take care of _Tempest_."

He heard Wanda's challenge to HYDRA's agentbefore peeling down the highway.

ii

Wanda had grown to relish the tingling sensation accompanying her power. The physical manifestation of strength coursing through her, obeying every command with a flick of her wrist forbade fear from challenging her. She had been too late to save her brother; she would not lose her best friend too.

"Last chance." She offered, her palms hovering inches apart as her power danced in the center. "Tell me what I wish to know and I'll make it quick."

In lieu of words, Tempest reached for her collar, releasing her hooded coat from her shoulders. Her body armor was slim, form fitting for maneuverability; most likely she had been trained in hand to hand combat as well as other techniques.

"Fine. Have it your way."

Shoving her arms out, Wanda released the sphere, her arms flowing and circling around her as she channeled the energy within.

"You'll have to do better than that, little witch." Tempest taunted, maneuvering around each blast. "You think yourself a capable fighter, but you're not." The corner of her lip twitched, her own hand now extended. "You're not the only one with powers."

No sooner had the words left her, a horizontal cyclone exploded from Tempest's palm, reaching Wanda and cutting her cheek before she realized what happened. Hand rushing to the burning slice across her cheek, Wanda watched as her opponent commanded the gale twirling around her; another enhanced soldier? How was that possible? The Mind Stone rested safely in Vision's brow, did Strucker have access to another infinity stone?

"I've been training in combat my entire life. I'll suffocate you before I let one of your little fireworks touch me."

Above the fight, a disembodied voice called out. _We'll see about that!_

"Steve?" Wanda spun, face lifted and lips pressed together. Did this mean Steve changed his mind?

Steve's voice broke through the rushing gusts, the Quinjet appearing over the trees as it emerged from stealth mode.

Tempest's face soured with annoyance, her hand lifting to her ear as the winds eased. "No, I can handle them! I-" She sighed, her hateful stare remaining on Wanda. "Yes, Sir. Understood."

"I won't let you leave." Wanda panted, her hands burning crimson.

"You don't have a choice."

Hands thrown to the sky, a cyclone consumed Tempest, Wanda's own power surging to protect herself and the jet above from the whirlwind. It only lasted a moment, but it was enough for their only lead to vanish.

Wanda sighed as she watched the loading ramp open, Falcon gliding to the ground before her.

"Looks like we found you just in time."

"She would lead me to Leah!" She hissed, anger flashing in her glance to the jet. "I could have handled her."

Sam sighed, his hand rubbing the back of his head. "Okay, I know you and Cap aren't seeing eye to eye right now, but trust me when I say we are here to help. Now, what do you know? Did you see Leah and Bucky?"

Arms crossed, Wanda turned to now silent road. "She was HYDRA. Strucker took Leah in an ambush and Bucky went after her."

"Wait." Falcon's hands raised, his palms toward Wanda. "HYDRA has them? You're sure about this?"

"They have Leah."

Falcon's hand returned to his ear. "Cap, we have a problem."

ii

Bucky's head pounded in rhythm with his thundering pulse, the rough leather of the handle bar digging into his white-knuckled grip. He had to catch them, there was no other choice. If Strucker regained control of Leah, initiated her Icefall protocol once more, there would be nothing left of the woman he loved. She would be a soldier, a weapon, _disposable_ when her purpose was served. Worse, if they couldn't bring her powers back, she would have no more purpose than a common assassin and that would get her killed even faster.

His eyes glanced at his speed: 90mph. The SUV couldn't have gotten that far ahead, they only had a few minutes head start. Jaw set and teeth grinding, Bucky accelerated more, a glimmer of hope catching his breath when a black vehicle appeared on the horizon.

Another glance at his speed: the needle neared red, the engine roaring as he rapidly closed the distance, his target in sight. Flashes of their last escape attempt lingered in his mind; the last time he nearly lost her and the first time his mind was taken from him. He refused to allow it to happen again.

As he neared the vehicle, it took evasive action, determined to keep him behind. Determination welled in his chest, undaunted by the appearance of gunmen from the backseat windows. Bucky knew they would lack precision at such high speeds and this gave him the advantage. Keeping his head low, he paid no attention to the ricocheting bullets; his focus rested solely on outmaneuvering the driver and disabling the vehicle altogether.

Automatic rifles were difficult to track in terms of counting bullets, but the gunmen would need to reload; that would be his opportunity to strike. The tinted windows ensured he couldn't see inside, but he hoped Leah was fighting- no, he prayed she was _alive_.

 _There. A pause in the gunfire. I've got to strike now!_ Pulling the bike to the passenger side, Bucky seized the moment, his metal fist slamming into the rear panel, the metal caving upon impact. The back end threatened to fishtail, but the driver corrected.

"Leah!" Bucky screamed, smashing the dent even further. He didn't expect an answer, but it was the only word that came to mind.

 _Bucky, hang back!_ Steve's voice boomed over the whine of the Quinjet as it leveled overhead.

Steve's voice caught him by surprise, his fingers reaching for the brake while his mind still questioned the reality. How did they find him? Had they followed Wanda? Had the Avengers come to stop them but arrived too late?

With a flick of his wrist, Bucky decelerated while something drew his eyes to a figure flying in pursuit.

"Is that... ?" He recognized the man flying toward Strucker's SUV, the red and silver wings familiar from the last encounter with the Avengers.

 _Take them down, Falcon._

Eyes wide, Bucky watched as Falcon opened fire and blew the rear tires. The vehicle swerved side to side before its own weight worked against it, sending it into a barrel roll before sliding to a stop upside down. "Aleah!" Her name screamed from his throat as he throttled the engine, racing toward the wreckage.

Debris littered the highway, and several bodies with it. Anxious eyes scanned each unmoving figure; Leah was not among them. Time slowed when he reached the wreckage; images of the war's aftermath all those decades ago clawed to the front of his mind. He had lost men, friends, but not Leah. He couldn't lose her too.

"Leah!" He paid no attention to the tremble in his words when he ripped the passenger door from it hinges, his heart sinking when he saw the empty interior. "Leah, where are you?" Panic formed a vice around his throat as his eyes refused to believe. Had she been ejected? Did she get away and was lying injured on the side of the road?

Breaths coming in short exasperated pants, Bucky's hands ran over his head while he scanned the area; this couldn't be happening.

Glass shards sliding across the pavement beneath pained groans called Bucky's attention. A man attempted to crawl from the shattered windshield, his head and hands dripping with blood.

"Strucker." Furious hate boiled over, Bucky's vision blurring as he ripped Strucker from the mangled frame. "Where is she?" He screamed, slamming him against what was left of the SUV. "What did you do?"

Strucker forced a grin as an exhausted chuckle taunted Bucky. "Project Icefall is right where she belongs." He turned his to spit the blood pooling in his mouth. "You walked right into it. I'm disappointed, Agent Barnes, I thought we trained the two of you better."

Jaw clenched in a snarl, Bucky's grip on Strucker's collar tightened as he slammed him against the metal once more. "Tell me where she is!"

Another laugh danced on Strucker's struggling breath, his hand lifting to dangle a final taunt before Bucky's eyes. "She's home."

Disbelief combated devastation as Bucky's gaze focused on the glistening silver snowflake in Strucker's fist. The pendant Steve had left in Leah's pocket; the same one she would stare at when she thought Bucky was asleep. It may as well have been her neck Strucker clutched, the rage overtaking Bucky didn't care.

He didn't remember the first time his fist crashed against Strucker's nose, or how many times after; his hand had gone numb, the blood on his knuckles continued running down his fingers unnoticed. Strucker stopped struggling at some point, but that failed to sate the murderous fury driving the Winter Soldier. The rage poured through him, anger and helplessness bottled up through the decades now flowed unhindered.

Bucky hadn't noticed the Quinjet land or the passengers approach; it was only when two pairs of strong hands pulled him from the bloodied corpse he regained some small sense of reality. Steve's voice sounded distant, muffled, but somehow Bucky knew he was right beside him.

"Buck! Bucky, stop, he's dead! He's dead, Bucky!" Steve repeated, the words growing clear as his grip on Bucky's shoulder loosened.

Hands trembling, Bucky sank to his knees, his eyes staying forward. "She's gone."

"No, we will find her." Wanda's voice passed him, her red leather trench coat drawing his eye. She stood over the body a moment before kneeling to grab the pendant from the asphalt. "I won't abandon her."

Bucky's mind still swirled in an attempt to comprehend the events which transpired. Hopelessness whispered in his ear; Strucker was dead, and they had no way of tracking Leah's location. "Didn't you hear me?" He growled. "She's gone! This whole thing was a trap and we-" Nostrils flared; his fists raised before dropping to the pavement with defeat. "We walked right into it."

"True, but there was one thing HYDRA didn't expect when they set this trap." Wanda turned, approaching Bucky, hand extended.

Bucky glanced to each of them before raising a brow. "And what would that be?"

Clapping his brother on the shoulder, Steve gave a confident nod. "They didn't count on us."


	11. Fade Away (Don't Let Me Go)

"Leah!" Gunfire filled the air, James's cry nearly drowned out. "We have to move!"

 _He's right. We can't get pinned down, not here._ Bullets whistled overhead, chipping away at the tree offering her cover. Desperate eyes searched for her partner, momentary relief washing over her when she found him crouched behind a small boulder a short distance behind.

"The extraction point is fifty yards North, start running, I'll cover you!" The sunlight caught his metal fingers as he threw them.

Leah's fingers curled into her palms, aching as though they hadn't moved in weeks. Why was she unarmed? Who were they running from? The more she tried to remember, the harder it became to think; this escape seemed more a nightmare, her mind screaming to run but her legs moving in slow-motion.

Bullets peppered the snow and dirt, narrowly missing Leah as she moved between the trees. She covered he face instinctively as bark chipped and flew outward from the impacts. Her throat burned with each gulp of frigid air, every breath more difficult than the last. The icy terrain remained unforgiving, her boots unable to protect her aching feet from the cold. Her stomach rolled with every inch forward. She knew this flight; something was wrong, but what?

Sharp, unexpected pain burst from her side, legs collapsing. One hand met the ground to break her fall, the other pressed against the wound. The world grew silent when she crashed into the frozen earth, her body tumbling through the snow. Each time she tried to stand, her legs refused, arms trembling as she tried to force herself upright.

She hadn't heard James move beside her, his voice muffled while his eyes burned with fear and desperation. His firm grip lifted her arm over his shoulder while his other handheld her bleeding wound. "The bullet went clean through. Hang on darlin', I've got you!"

His pace slowed, and she tried to keep up, but her body grew heavier with each step. The blood seeping between his fingers no longer warmed her leg as it fell to the snow, the throbbing pain fading into numbness. James continued talking and her mind fought to focus on them, but his voice, his touch, grew further away.

"...copter is up ahead… hang on…stay with me!"

"I can't. James, I can't." Her body rebelled against her will; her strength depleted. _Leave me here. No one escapes HYDRA, we should have known better._

Eyes slipping shut, Leah felt her head fall against his chest, his arm moving beneath her legs as he lifted her from the ground. His heart thundered through his body armor, the vibrations of his voice anchoring her. "Come on, Leah, we're almost there!"

She tried to look at him; one final glance at the face she loved, but her eyes found only blurred images as the corners of her sight grew dark. _It's not there._ She wanted to warn him. _We were betrayed. I remember…_

"Dammit! Where the hell is it?" He hugged her close, spinning.

This was the day they lost it all; the day they lost-

"Dr. Jurgen, the subject is waking up!"

In an instant, the world around Leah turned white, James's comforting hold evolving into tightened restraints on her wrists and ankles, his muted voice multiplying, changing into the sound of strangers. Blurred shapes floated about the darkness before her, the white light localizing to a lamp above her as her awareness sharpened.

"Where the hell am I?" She snarled, pulling against the leather cuffs.

"Well, well." The familiar voice and thick German accent chilled her spine. "Looks like my little mouse has finally come to play."

"You're supposed to be dead." Leah's voice quaked with disbelief as her demon stepped forward. "We blew your lab to kingdom come, there was no way you could have survived."

"And yet, here I am." The aged face of a woman appeared beneath the light, various scars evidence of injuries past. Her straw-like silver hair had been brushed into a ponytail, her empty brown eyes defying Leah's incredulous gaze. "Unfortunately for you, Zemo discovered your plan to destroy the lab and, consequently, the Winter Soldier program." She looked her captive up and down. "We managed to move our most promising projects to another location beforehand. The only thing you and Agent Barnes succeeded in was destroying several hundred thousand dollars' worth of equipment."

"No." Leah growled, nostrils flared, and jaw tensed. "I confirmed you both were inside the building."

Dr. Jurgen smiled, arrogance flickering across her expression. "The cryo pods are made of vibranium, indestructible. Zemo and I hadn't planned on using them so soon, but I should thank you for forcing our hand." Gnarled fingers gripped Leah's chin. "I could never have suspected the technology of this century would be so advanced. When we were awakened six years ago, I was overjoyed to begin my work anew."

"Did Strucker wake you?"

"No, my pet, my perfect soldier followed protocol." A sinister grin pulled across her thin lips as she slipped on a latex glove and gestured toward the swinging door across the room. "Tempest released us, as she was instructed years prior." Her head tilted; a single brow raised. "Did you think we would trust you after your first escape attempt? We had a failsafe in place for another attempt before you ever regained consciousness. HYDRA does not tolerate insubordination, as you have learned."

As Jurgen finished speaking, a young woman walked through the door, her ocean eyes focused on Leah. "Is everything all right, Doctor?"

"All is fine, just a dog with no teeth attempting to bite." She turned to the computer behind her before typing. "Begin the sedation."

Leah struggled against the restraints. Of all the times she needed her powers, this was one of the most crucial; the metal wouldn't stand against the ice. Her eyes trailed along the IV attached to her arm, a strange white liquid flowing through the tube. She needed to stop it from entering her bloodstream, break loose and get back to James; Jurgen's survival changed everything, and based on what she said, Zemo lived as well. Her mind frantically hoped to see someone kick the door down in a last-minute rescue, but the panic closing her throat convinced her otherwise. This wasn't a movie, the hero wouldn't burst in with seconds to spare; this was life, real, and she had no hero left to save her.

The sedative entered her body like fire, the burning causing her to wince. Everything in her wanted to claw it from her arm, but she remained bound. Eyes growing heavier with each passing moment, Leah fought to stay awake, but it was no use. Bodies became shapes blurring in and out of focus, the mutterings of the doctor to her associates fading. As sleep threatened to claim her, the young woman stepped forward, her brown hair and pale skin illuminated beneath the light. It couldn't be possible, it had to be the sedative, but one words slipped from her lips before the void claimed her. "James?"

ii

"Wanda? Are you all right?" Vision's concern broke the silence.

 _No_. She couldn't say it. The word lodged in her throat while her cheeks glistened from freshly fallen tears. Her arms tightly folded across her chest; she focused her attention on the open grass field outside her balcony in the Avengers facility.

"Wanda." Vision's hand on her shoulder startled her, her body tensing at the touch. "You're not eating again."

"It's been six weeks, Vis." Her voice trembled, the back of her hand wiping her face. "Six weeks since she disappeared, and we have _nothing_ to show for it." She wanted to turn and bury her face in his chest, but the thought of comfort only strengthened her guilt. Why should she have someone to hold when Leah was in the wind?

Vision sighed, his hand moving across her interwoven arms to turn her. "Wanda, you can't blame yourself. We have spared no resource or expenditure spared; Leah will turn up."

"If I had been a moment sooner-"

"You can't think like that." His finger lifted her chin, her eyes hesitantly following. "Focusing on the past will only torment your mind; you can't change what happened. All we can do is focus on finding her."

Words meant to comfort and reassure only strengthened her guilt-ridden anger. Vision was a machine, how could he understand? He couldn't grasp the magnitude of what she had lost: first her parents, then Pietro, now her best friend. Didn't he realize if it was possible to find Leah, they would have? A solemn tone delivered her words as she struggled to control herself. "HYDRA is capable of monstrous things, Vis. If we haven't found her by now, it's because they have taken her mind or her life."

"You can't know that, Wanda." His hand held her face as his features softened. "Please, tell me what I can do. I hate seeing you like this."

A tear slipped down her cheek, lower lip quivering before she pulled away. "Vis, please, leave me alone. I know you mean well but-"

Before she could finish, a brilliant kaleidoscope of light erupted from the sky and connected with the center of the grassy field. Wanda watched in awe as the colors swirled and sparkled, the beam clinking as though made of broken glass. The beauty lasted only a moment, as the beam vanished as quickly as it appeared, the earth singed with various lines and swirls. In the center stood a tall blonde man, his shoulders draped in blue and silver robes, the edge of his hair brushing his jaw.

"It can't be." Hands rushing to her mouth, her gaze fixed, not on the charred design left in the grass, but the tall blonde figure standing in its center with his back to her. Heart racing, her mind refused to believe her eyes as her lips formed a single, breathless word. "Pietro?"

"Is that?" Vision leaned forward, gripping the edge of the balcony.

"Pietro!" A wide smile spread across her face, red light swirling around her hands before she leapt from the ledge.

"Wanda?" He grinned; arms open as she threw hers around his neck.

"I can't believe you're alive!" Wanda tightened her embrace, her face buried against his neck.

"Are you crying?" He teased, but his own voice cracked as he wrapped his arms around her.

Wanda had dreamed of this day, but it had always been a fantasy. Thor had told her of Leah's decision to send her brother to Asgard, but never knew if he survived his wounds. "You smell like flowers and wine." She giggled as she pulled back to see his face before looking him up and down. "And you finally shaved!"

"Beats smelling like-" His nose wrinkled with exaggeration. "Burnt paprikash? All this time and you still can't cook?" He laughed, pulling back to dodge her clenched fist. "Am I to assume you joined the Avengers?" His eyes shifted to Steve and Tony crossing the yard to meet them, Vision hovering close behind.

"You've been gone for almost a year, Pietro. Much has changed." Her grin faded; her tone somber.

"At some point I'm going to have to put my foot down and stop letting you kids bring home strays." Tony chuckled, stopping to appraise Pietro. "You look good. I like this look much better than the human shield." He straightened, his hand running over his thin beard. "I mean it though; I'm already aiding and abetting by letting your pal, Bucky hang out in the basement. No more HYDRA refugees."

Wanda folded her arms. "Pietro is my brother-"

"Uh-huh and Leah was your best friend and look how well that turned out." Tony shook his head.

A sharp exhale slipped from Steve as he frowned. "Now, that's not fair."

"Wait, what happened to Leah?" Pietro interjected.

Steve sighed, lips in a thin line. "It's a long story; one I'm sure Wanda can tell you about after you get settled inside." He tossed a glance at Tony, hands raised.

"All I'm saying is that we are using valuable time and resources to find someone who hasn't given us much reason to help." Tony huffed.

Wanda stepped forward, fire in her eyes. Tony and Leah had their differences, but that shouldn't discount her from deserving their help. Perhaps Tony didn't understand her the way Wanda did, perhaps he never tried. Steve had tried talking about it, but it always ended in what could have prevented her abduction rather than how to find her. Deep-laden guilt plagued them both, but Steve was as much a lone wolf as Leah with emotions. She would fight, even if the others wouldn't. "She stood beside us against Ultron!"

"And then she blew up half a city block!" Tony's voice escalated as he ripped his aviators from his eyes. "She's unpredictable and dangerous, and you should be grateful I'm having F.R.I.D.A.Y. help you watch literally the entire world for any sign of her."

"If memory serves," Vision chimed in to ease the rising tension. "Pietro stood beside us in Sokovia and fought against Ultron's army as well." He passed between Steve and Tony before standing beside Wanda. "A decision that nearly cost him his life."

Tony sighed, turning to look at the building behind them before squinting at Pietro. "Okay, fine. I guess almost dying to save Clint should at least earn your honorary Avenger status. Wanda can show you around and get you something to wear that's less- _Thor_."

"Speaking of Thor." Steve redirected. "Did he mention anything about when, or _if_ , he's coming back?"

Pietro grinned running his fingers through the hair on top of his head. "Asgard is experiencing some instability. Thor said it was a family matter, and it was time for me to come home."

"Well, it is good to have you back." Wanda beamed, her arm remaining around her brother. "Come, let's get you settled."

ii

"Wake up, Darlin'." Soft breaths rolled across Leah's cheek shadowed with light kisses. A loving hand toyed with her loose hair as the tips of his fingers brushed her temple. "You don't want to sleep this beautiful day away, do you?"

Leah's eyes remained closed, the gentle strokes pulling her from a peaceful slumber. The satin sheets rustled as her hips twisted, her knees restrained by something straddling her when she rolled from her stomach. "James?" Her hands slid from beneath the silkey pillow cradling her head, one eye finally opening to peek at the face inches from hers.

"There she is." Warmth In his eyes, the pads of his fingers traced her jaw before turning her head into a light kiss. "Good morning."

A quiet moan signaled her contentedness, his kiss returned while her hands buried themselves in his long hair. "You're up early." She sighed, her touch moving to his bare shoulders before wandering down his taut, muscular back. She giggled, her cheeks teased by the soft edges of his dark locks and the once soft kisses deepening with each brush of her fingers. "James Barnes, are you wearing pants?" Her words scolded but the mischievous gleam in her eyes betrayed her. A cheeky grin pushed at her cheeks when she reached his waist, her fingertips tugging at the soft cotton waistline of his pants. "I thought we had a rule about that."

James smirked, his body pressing against her as they fell into a final passionate kiss. "I'm surprised you want more after last night." He chuckled, lips moving to her forehead. "As much as I would love to ravish you again, Mrs. Barnes, you have a surprise in the kitchen that won't wait much longer."

Arms falling limp, Leah released an exaggerated sigh. "Fine, but you owe me. You know how I hate being teased."

"Says the ultimate tease." James laughed, pulling a simple black t-shirt over his head.

Leah sat up, her white, long-sleeved tunic slipping from her shoulder as she watched him leave. For the first time, she caught the sweet aroma of pancakes followed by the undeniable smell of fresh cooked bacon. Her stomach growled and her mouth watered in anticipation of the meal; James had always been the better cook between them, even if she refused to admit it.

As she swung her feet over the edge of the bed, a dull throb emanated from her wrists and ankles, the faint sound of chain against metal echoing through the room. "What the?" She pulled her arms into her chest, brow furrowed in confusion as the sensation vanished as quickly as it came.

 _She's resisting_. A distant voice fluttered through her mind.

 _Increase the dosage._ Words coated with a thick German accent snapped back.

Hands on her head, Leah stood as pins and needles raced up her legs, her knees threatening the buckle before she caught herself on the dresser a few steps away. For the first time she studied the large bedroom; a place that should have brought comfort and safety offered only disorientation and unfamiliarity. Pictures hung in various places along the walls, windows across the bed offering a serene ocean view; none of which she remembered.

"Leah? Everything okay in there?"

"Just tripped on the sheet. I'm fine." But she wasn't. Something was wrong. "My legs were probably asleep from being in bed for so long." Her thoughts raced trying to rationalize the situation. This was their home, so why did her memory cease past this morning? The longer she searched her mind, the tighter her chest became. Her eyes swam around the room, unsure of what to look for while her breathing grew erratic.

As her gaze climbed the tan walls, she found several picture frames hung in a staggered pattern. Some showed her with James, smiling and laughing, while others depicted her and a red-haired woman or James with a tall sandy-haired man. "Wanda?" Leah focused on the picture in a small silver frame, the panic settling when she recognized the subject of the photo: her arms hugged her friend's neck while Wanda wrapped a hand around Leah's wrist, a drink lifted with the other. Their genuine smiles stretched across their faces, the snow surrounding them nothing more than a glamorous backdrop. "Why don't I…" Leah's voice trailed off, her attention moving to the picture of James, arm in arm with another familiar face. "Steve."

"Mommy, what's taking so long?" the small, demanding voice startled Leah as a young girl burst into the room. "Daddy and I made pancakes and they're getting _cold_!"

Leah stared at the oceanic eyes focused on her, deep brown bangs framing the child's face. Did she hear correctly? Did this young girl call her _mommy_?

"Lily!" James chided as he scooped her into his arms and turned to Leah, his frown melting as she wrapped her arms around his neck. "She has your fire, that's for sure. She turned five and now she thinks she's grown."

Leah searched for words but found none. There was no question the girl was his, she would know those eyes anywhere, but if she was this girl's mother, why did her voice petrify Leah? Dredging the deepest corners of her memory, Leah desperately searched for a memory of the family standing before her but found nothing; it was as though her life began moments ago.

"Leah?"

Nostrils flared; Leah's eyes swam with tears. With trembling breaths, she held James's stare, concern shifting to recognition. "I don't remember." She breathed, praying he heard.

"Lilly, go eat your breakfast, okay? Mommy and I will be there in a few minutes." He knelt, setting the bright-eyed child on her feet before ushering her through the door.

"But, Daddy-"

"Lily, go." His tone hardened.

Sympathetic eyes turned to Leah before she silently obeyed. Lily's sullen acceptance answered the question Leah dared not ask. This had happened before.

"James, I don't remember her. I remember nothing, I can't-" Her voice rose in defiance to the anxiety choking her, the words unable to keep up with her thoughts.

"Hey, hey." He crossed the room to pull her close, his chin resting against the top of her head. "Breathe, darlin', it's ok." Tenderness laced his voice, his metallic fingers stroking her hair. "How much is gone this time?"

"I don't know." She prayed for the answer, but nothing came. Her mind remained clouded, the deeper she delved, the more erratic she became. "I'm scared, James, I don't understand." Hot tears rolled down her cheeks but his embrace remained unfaltering.

"Let's start with the basics, then." He pulled back to smile, compassion flooding his eyes.

James had always been her anchor. Even if the memories were gone, something within knew the safety in his arms; his smile promised hope and his eyes carried love. The tumultuous storm raging inside her head had no choice but to quiet in his presence. She trusted him. She loved him, even if she didn't remember the rest.

"Do you remember them?" Her pointed to the pictures on the wall.

"Wanda and Steve." She sniffled. "But I don't remember the days."

Wrapping his arms around her from behind, he nestled his cheek against her temple. Fingers intertwining with her left hand, he played with the ring on her finger. "That's the day I asked you to marry me. Wanda and Steve took us out to celebrate after you said yes."

She wanted to remember; guilt condemned her when she couldn't. He hid the flicker of pain behind his reassurance, but it was there. How many times had she forgotten her family? Her life? "I'm sorry, James. I want to remember-"

"You will." He squeezed her, swaying side to side. "Leah, you always remember. You have nothing to fear."

"This has happened before?"

"Yes, and I stood by you then too." He kissed her cheek. "I love you, Aleah Barnes, a few trauma-induced memory slips won't change that."


	12. The Lady in White

**A/N**

There is a scene that is NSFW. If you wish to skip it (you'll know when it starts), skim down to the next scene break.

iiiiiiiiii

The waves rolled along the shore, the edge of the water creeping closer to Leah's bare feet. Knees hugged against her chest; the once serene sound of the ocean grew maddeningly monotonous. How long had it been since she had lost her memories? Days? Weeks? Months? Time seemed an unfamiliar concept as of late, the days running together, impossible to know when one day ended and a new one began.

She had a family she couldn't love, despite her desire; a family of strangers with familiar faces. She wanted to remember; she wanted to smile again— for James. His ability to conceal his breaking heart lessened with each passing day, each promise to Lily she'd have her mother back lacking in confidence.

Her dreams held the only escape. Glimpses of a distant life that didn't match the one found here. Every night when her eyes closed, she found herself in a lab; her body restrained as needles poked and prodded. Muffled voices discussed incomprehensible things while every cell in her body screamed for freedom. She needed to get back, but to what? Or _who_? The line between fantasy and reality blurred even more.

Shaking her head in frustration, Leah sniffled as she blinked back tears. If this was her life, why did it feel like a lie? Something was missing.

She slammed her fist into the sand. "Why can't I remember my own damn life?"

Small clouds of frost swirled on her lips with each word, yet the air held no touch of cold. Small crystals floating on the tide drew her attention, her eyes following them the thickened plates of ice forming a path beyond the waves. Brow furrowed, her gaze locked on the figure standing on the ice, the water at her feet calm.

Meeting Leah's intrigued stare was a woman, her glowing blue eyes more frigid than the ice at her fingertips and hair the color of winter. The world faded away and time slowed; was this a memory? A dream?

With a lifted hand she beckoned Leah forward, the small crystals growing as beneath her steps as she obeyed.

"Who are you?" Leah whispered. Familiarity hovered at the edge of her mind, the answer to her questions beyond reach. Her body moved forward, the ice at her feet swirling in obedience as it formed a path across the parting waves. "Can you help me?"

The woman watched Leah draw closer but remained motionless. _You are not ready._

"What?" Leah stopped, frowning in confusion before glancing at the shore behind. "What do you mean? Not ready for what?"

The woman's frigid stare held firm as she turned away. _Find yourself._

"No, wait-" Leah reached out, but the woman vanished, the ice beneath her feet shattering to give her to the depths below.

Disoriented, she kicked and clawed but the surface was nowhere to be found. Despite the sun shining moments earlier, darkness consumed her, the surface nowhere to be found. Why couldn't she break free? Was this how it all ended? Was her struggle over?

 _You don't need powers to be a hero._ A familiar voice rippled through her tumultuous thoughts and her heart quickened. _HYDRA doesn't get to tell you who you are. No one does._

 _You saved my brother and I from HYDRA, then saved his life in Sokovia. You are more than a friend, Leah, I see you as my sister._ Another voice echoed, her spirit lifting at the flicker of red hair and shimmering eyes. Wanda?

Flashes of collapsing buildings and swirling snow storms played before her closed eyes until a white star surrounded by blue rings stood before her. It lingered a moment before the white center turned red, the color spreading like blood from an open wound.

 _I should have known better. Once HYDRA, forever HYDRA. You don't belong with the Avengers. You don't belong with me._

Steve. Steve Rogers. Captain America. For the first time she remembered in perfect clarity: his face twisted with indecision as he pulled the old photo from his jacket before his expression evolved to betrayal and anger. The memory swallowed her, the image of his burning eyes on the beach when he cast her aside; that wasn't the life displayed in the pictures on the wall. Which one was real? Which was the dream?

Water filled her open mouth as she screamed, the darkness feeding on her desperation. _Someone_ _save_ _me, please! I can't do this anymore. I want my life back. I want to live._

As though responding to her inner plea, something wrapped around her chest and under her arms before pulling her from the abyss. Leah felt the sun on her skin the moment the water's surface broke, the ground steadying beneath her heels as her savior dragged her to shore.

"Aleah!" James's muffled voice came from beside her, her blurred vision catching the glimpse of sunlight off his silver shoulder as he released his hold.

Lungs burning, Leah rolled to her hands and knees as she coughed up the water she had swallowed. How long was she under?

"Aleah, what the hell was that?" He panted, anger disguising the fear in his shaking voice. "What were you thinking?"

"The- the woman on the water, she-"

"What woman?" He interrupted.

Leah glanced to the empty horizon before falling to her back. Her mind struggled to make sense of the experience; it was too real to be a dream or hallucination. How could James have not seen her? "Nevermind." She blinked long and hard before sitting up. "I'm sorry, I didn't mean to scare you."

James scoffed with shock. "Are you going to play off the fact you tried to drown yourself like it was nothing?"

 _Drown myself?_ The thought chilled her as she pieced together his perspective. If she had been the only one to see the white woman, then to James it looked as though she walked into the waves with no intention to return. Her stomach churned with nauseating guilt as she sat up to reach for him. "James, that's not what happened, I would never-"

"Save it." He stood, pulling yanking his arm from her touch, a single tear slipping from the corner of his eye before quickly being brushed away. "I'm glad our daughter is asleep inside, I can't imagine how much harder it would have been for her to see that." Hands on his hips he sighed, his wet hair sticking to his tense jaw. "Leah, I can't keep doing this."

The pain in his voice stung. "What?"

"This isn't you. The Leah I know is a fighter, so why aren't you fighting back?"

She couldn't answer; anything she said would make it worse, and she didn't want to fight, not with him. She watched as he threw his hands up and trudged toward their home, each step a knife to her chest. "I'm tired of fighting and losing."

ii

Rattling chains and dull blows accompanied seething grunts and groans as Steve rounded the corner of the lower level room. Sweat soaked Bucky's grey tank, his fists alternating blows on a large leather punching bag with unyielding aggression. With each hit the metal links above clattered until the final blow snapped the anchor, the bag flying across the room and leaving a trail of sand in its wake.

"Take it easy, will you?" Steve joked as he leaned against the door frame. "That's the third one this week."

Panting, Bucky turned to Steve who tossed him a small towel. "It's been six months, Steve. Leah's been out there in that psycho's possession for over half a year and we haven't found anything."

"It's not for lack of trying." The defeat entwined in Bucky's tone weighed on him. "HYDRA covers their tracks, every lead we've had turned up dead."

"Having a computer scan for weird activity every few days is your definition of trying?" A snarl curled Bucky's upper lip with his bitter reply. "If you really wanted to find her, Steve, if you _really_ wanted to help me, you'd have boots on the ground turning over every rock until you found something tangible."

Steve sighed. "Buck-"

"I should be out there."

"You're a fugitive in over a dozen countries, including this one. You can't help her from a prison cell."

"I'm well aware of what I can do from a cage." Bucky's lips pursed as his hands pushed his wet hair back. The implication mirrored in his hardened stare. "If I was out there, if I could track their movements, find things that computer can't. I know what to look for." He stepped toward Steve. "I can't leave her like that. Not again."

Seeing his best friend racked with guilt and fear challenged Steve's conviction. Should he be doing more? Could they find something Stark's tech couldn't? Was the risk of Bucky being caught worth searching themselves? "I get it. It's hard to lose someone you love when you've had such a short time together; to feel like you need to do more when your hands are tied."

"No, you don't get to do that." Bucky's jaw clenched as he closed the distance between them, his face inches from Steve's. "You don't get to compare Leah to Peggy. You don't have a damn clue what love is, Steve. You think you had what we have after some flirting and what? One kiss?" Nostrils flared, he stared Steve down, eyes burning with caged fury begging for release. "No, what you have is romanticized fantasy and a shit ton of what ifs. The things we went through- what Leah went through, would break anyone else." He paused before taking a step back. "You need to let me out there."

Mouth opening, Steve spoke before thinking. "You had twenty years to find her the first time and couldn't. Why would this be any different?"

A fire ignited in Bucky's blue eyes, offering no warning before his fist connected with Steve's jaw. "Do you honestly think I would have _ever_ stopped looking if I knew she was alive? That I would have let them wipe her from my memory if there was a chance to save her?" The self-imposed blame rang clear in Bucky's roar.

Shock echoed the dull throb rolling across Steve's jaw and up his temple, instinct causing him to recoil before answering in kind. Bucky wasn't the only one in search of redemption. Had Steve held his tongue instead of lashing out, Leah never would have left. Her headhunt would never happen and they wouldn't be in this situation. If anyone was to carry the blame, it wasn't Bucky; he was the only one who tried to protect her. But if he couldn't admit it to himself, how could he confess it to another?

Steve's punch rolled off Bucky's cheek, his metal fist curving into a narrowly dodged uppercut. Teeth gritted, Bucky moved with precision and ferocity, offering no time for Steve to retaliate. One, two, swings preceded the downward kick which knocked Steve to the ground.

Rolling to dodge the downward stomp, Steve's feet found the ground, and he sprang forward. A surprised grunt deflated Bucky's chest as Steve's arms wrapped around his torso, his body pulling both of them to the ground.

"I don't want to do this, Buck!" Steve exclaimed as the Winter Soldier continued to pummel his back and sides. Bucky's mind may have returned, but his training as a soldier was ingrained in his core; he wouldn't stop unless forced to.

"Enough!" Wanda commanded, a red aura wrapping around and pulling them apart. "Have we fallen so low that we fight each other? What would Leah say if she saw the two of you?"

Bucky scoffed, his furious stare on Steve. "I don't see how that matters. Seems like I'm the only one around here who gives a damn about finding her."

"We want to find her." Steve panted, wiping blood from his lip, Wanda's power waning and allowing him freedom to move. "I want to find her, Buck."

"See, that's the problem." Bucky pulled against Wanda's restraint. "You _want_ to find her. I _need_ to find her. I promised to protect her from these monsters and I'm on strike three."

The obvious softening in Bucky's demeanor convinced Wanda to release her hold. It wasn't anger or resentment fueling his behavior, it was fear. Steve's shoulders dropped before he slouched against the wall. "What do you mean 'strike three'? This is the third time HYDRA has separated you?"

Bucky bit his lip, glancing between Steve and Wanda before his head dropped with a heavy sigh. "When HYDRA paired us together, it was only supposed to be for one mission, but we worked so well together they decided we were more efficient as a team. Between her powers and my strength, no target stood a chance." He paused, his eyes at his feet. "I knew I would fall the first time I saw her. She was beautiful and powerful, and she'd kick your ass without a second thought; but caring for something more than your mission makes you a liability, so we had to keep our relationship hidden."

"Something happened." The compassion in Wanda's question drew his saddened eyes as she stepped into the sunlight offered by one of the higher windows.

His attention shifted, haunted by the memory surfacing. His breath trembled and eyes filled with tears, unable to explain without losing what remained of his composure. For the first time, Steve realized the weight carried on Bucky's shoulders and he wanted nothing more than to help carry the burden; but what was there to say?

"The memory is painful." Wanda approached, hand extended. "I can help, if you want."

Stiffening, Bucky pulled away, his wide eyes fixed on her. "No. I won't give up her memory."

"I don't want to take your memory, I'm not sure if I can, but I can ease the pain it brings. If you let me in, I can see it with you."

Bucky glanced from her open palm to her kind eyes before slowly taking her offer. Steve watched with anticipation as the two remained still and silent, her red aura swirling around them. Bucky's pained expression faded into peaceful serenity while Wanda stood before him, his hands in hers.

Suddenly Wanda gasped and pulled away, her hands covering her mouth, her eyes wide with horror. "Oh my god." Her eyes filled with tears. "She was pregnant."

Steve's heart sank and his stomach twisted as he watched Bucky nod. This was about more than revenge; what Leah and Bucky aimed for was justice and recompense.

"I had never been so happy and terrified in my life. We had to run, disappear. It was our only chance." His arms folded over his chest. We almost made it too, but she was shot. It was all I could do to keep her from bleeding out until they caught up."

"Oh god, Bucky." Steve crossed the room, his hand finding Bucky's lowered shoulder.

For the first time, Bucky lifted his head and met Steve's eyes, the silent forgiveness extended with a small smile. "That was the first time they wiped my mind, but the technology was a prototype so it didn't take. The moment they reintroduced us, it all came back."

"I don't understand, why would they pair you again knowing your connection?" Wanda asked, her attention fully on Bucky.

"I wasn't supposed to remember her, and she had been conditioned as a sleeper. If she disobeyed, they'd activate her and command her to kill me and she knew it. But _they_ knew we were more efficient together. In a way, we were each other's insurance." He straightened, the pain of the memory giving way to the hatred for those who inflicted the wounds. "At first she wouldn't talk about what happened. And for the next ten years we kept our heads down, but Leah," a soft laugh coaxed his lips into a grin. "She never stopped thinking about killing them. She had specific ways for each of them to die: slow, painful. It's all that kept her going some days."

"Strucker was one, I assume?" Steve filled the empty pause.

Bucky nodded. "Jurgen: the doctor who was obsessed with making more soldiers like Leah. Unstoppable killing machines boosted with enhanced abilities; she's also the one who- _operated_ on Leah after the escape."

"Who is the third?" Wanda tilted her head.

"Zemo, our handler. He's one reason we're good at what we do. Originally we had thought he and Jurgen were dead, but if she's alive, I'll bet he is too." He sighed. "It was 1991, ten years after our attempted escape. I was given a solo kill assignment. Leah had been distant, but I didn't think anything of it; not until I called in to report and she responded."

Steve and Wanda exchanged glances waiting for the explanation.

"It was a secure channel for the mission only. Leah wouldn't have access unless she knocked a few heads."

"What did she say?" Steve crossed his arms.

Bucky hesitated before replying. "She wanted me to meet her at one of our old rendezvous points. She said she was done being a weapon for someone else and if she wasn't there when I arrived, that she would always love me. HYDRA be damned." For the first time he stepped forward his eyes moving to the window near the ceiling. "When I finally got back, the base, the lab, everything was gone. The blast leveled everything within miles, and there was no sign of Leah. When I tried to jail her, the channel was dead."

"She wasn't at the rendezvous?" Wanda inquired.

"I never got the chance to see. Strucker already had a team combing through the debris, looking for anything salvageable, or so he said. I know now, they were checking the underground facility, where their true work was kept. I was handed a file and told Leah was responsible; she set off the explosion and didn't make it out in time." He faced them, his searching eyes drifting to Wanda. "What I didn't know was that she made it out, but was apprehended. They put her on ice in the lab you destroyed outside Sokovia."

"What did you do?" She tilted her head.

"The only thing I could do. I let them wipe my mind again. Over the next two decades, they took turns sending us out, making sure we were never active at the same time. She became Icefall, controlled by their triggers, and I had no idea she existed." He pointed at Steve. "Until they sent me after you."

"And you remembered her?" Steve shifted his weight.

"I remembered she died. And when I looked through the information I could find, it all confirmed that story and I had no reason to doubt it. After all, what's more powerful than an enhanced soldier?"

Wanda straightened, a light flickering in her eyes. "A ghost of one."

"I'm so sorry, Bucky. If I'd have known-"

"Now you do. So we need to find her."

ii

Leah's eyes snapped open, her breath forming small clouds in the dark bedroom. Sitting up, her incredulous gaze wandered the frost covered bedroom; icicles hung from the ceiling and every edge of the furniture while a light dusting of snow covered the floor. The room should have been frigid, but Leah's body had no reaction to the cold.

She glanced at James's bare back as he faced away, his breathing slow and steady. How could he sleep through this? Did the rapid shift in temperature not affect him?

She reached to wake him, stopping when the wind drew her attention to the previously closed window. The same sensation as earlier crashed over her like a wave, her body drawn to the window while the gentle breeze enticed her mind to follow.

A short gasp slipped out when she reached the sill, a trail of ice crawling down the walls and across the sand. Glowing sapphire eyes waited on the beach below, the white woman standing on the shore.

"Who are you?" Leah gripped the window sill in frustration. "What do you want with me? Haven't you caused enough trouble?"

The woman turned to look at the ocean, the waves rushing to her feet only to part and flow around her position. _Time is running out, Leah. You must choose. You must find the truth before it is too late._

"What truth? Why can't you tell me what you want!"

"Leah?" James's sleep-laden voice came from behind, startling her. "What are you doing?"

She looked back to see the bedroom as it was before, the ice and snow gone, as well as the woman on the beach below. "The window blew open, I got up to close it." She bluffed. "I didn't mean to wake you."

A sigh brushed across her ear as his hands slipped around her waist, his chin resting on her shoulder as they looked over the call waters. "Leah, I'm sorry. What I said to you before… I was scared and I lashed out."

With a sigh of her own, Leah's eyes remained forward as she leaned her head against his. "You don't need to apologize."

"No, I do." He squeezed her, pulling her in tight, his arms afraid to let go. "I shouldn't have said what I did, you didn't deserve it."

"You were scared."

"So were you."

She turned to him, her green eyes lifting. "James, I'm not being reckless. I saw something, a woman. I don't know how to explain it, but there's something about her that feels familiar. I think she has something to do with my memory."

James smiled as his hands moved to her hips. "You were dreaming, doll. I promise, there's no strange woman wandering the beach or walking on water." He paused to place a gentle kiss on her lips. "Now, come back to bed and let me properly apologize for my behavior."

There was something mesmerizing about the taste of his lips, his fingers hypnotizing in the way he traced her collar. Fingers interwoven, he led her across the room, their lips refusing to part until they reached the bed.

"I've missed you." His hot breath rolled across her skin as his lips moved to her neck, her head rolling into his cold metal palm while his other hand slipped beneath her oversized shirt and up her back. He pulled her close, his hands guiding her arms above her head before removing the garment and laying her on the bed.

Worry, anxiety, confusion all faded as his body pressed against hers, the soft silken sheets hugging her as his hands explored her curves. The alternating cold and warmth of his touch enticed her body, her skin tingling at the slightest motion. Kisses trailed down her neck, before soft nibbles teased her shoulder; his love and desire spoken with more volume than any words as he pressed in.

Breathless, his name slipped between her soft moans, a fistful of hair in one hand while her nails raked his back, encouraging his increasing vigor as their bodies moved in unison. His palm pressed against her thigh, nails digging into her skin while the cold metal touch of his vibranium hand cradled her face. Her body writhed with each thrust, each kiss pulling her mind deeper into euphoria and lust.

"So that's what you want?" He growled in her ear, his teeth sliding down her earlobe.

When his hands gripped her hips, her body obeyed, turning to her stomach as he entered from behind. She gasped, her hands pushing against the bed as one hand braced her hip and the other clutched a fistful of her hair. Sensual and tender movements became powerful and aggressive, soft moans growing into pleasured cries. As his grip grew firmer, she straightened, her back pressed against his heaving chest.

His hand slithered around her neck and moved her head up, her hips now in control as he groaned.

"Don't stop." He whispered as she held his face close, her hand moving behind his head and clutching his hair.

His movements grew stronger, the cool touch of his vibranium fingertips sliding between her legs sending her body over the edge. With a cry, her grip tightened and his hands pressed down as they climaxed, her body tightening around him.

He chuckled softly, hand releasing her neck while his face still nestled against it. "Apology accepted?" His heavy breath teased the loose strands of hair near her face.

She smiled, stroking his stubbled jaw. "It's a start."

ii

"There you are!" Pietro's excited voice drew the room's attention. "You need to come quickly, F.R.I.D.A.Y picked something up on the scanners I think you'll want to see."

Glances exchanged, Bucky broke the silence. "What is it?"

"Leah. It has to be." Pietro's enthusiasm waned as the others held their reserved composure. "Don't everyone jump at once. This is good news."

"How do you know it's her, Pietro?" Wanda folded her arms. "We've had dozens of potential sightings."

"Because massive blizzards don't show up out of nowhere in the middle of October. One second the skies were clear and the next-" His curled fingers pulled apart as his cheeks filled with air before deflating.

Bucky perked up at the notion, but refused to allow himself hope. Leah had no powers, and if this _was_ her, then HYDRA more than likely discovered a way to restart her Icefall protocols. "Blizzards happen in a lot of places this time of the year, not to mention Leah lost her powers almost a year ago. What makes you so sure?"

A sly grin pulled across the speedster's face. "Because it appeared on the outskirts of Sokovia, two miles outside Strucker's old laboratory."

Bucky's eyes instinctively moved to Steve who nodded in confirmation. If this wasn't Leah, it had to be someone who knew where she was and that was worth investigating; a statement Bucky didn't need to speak for Steve to understand.

"Suit up. We leave in twenty."


End file.
